As filed with the Securities and Exchange Commission on June 25, 1998. File No. 70-09033 UNITED STATES OF AMERICA SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ___________________________________________________________ AMENDMENT NO. 5 (U-1/A) TO FORM U-1 APPLICATION OR DECLARATION UNDER THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935 Sempra Energy 101 Ash Street San Diego, California 92101 (Name of company or companies filing this statement and address of principal executive offices) None (Name of top registered holding company parent of each applicant or declarant) Richard D. Farman Stephen L. Baum President and Chief Operating Officer President and Chief Executive Officer Pacific Enterprises Enova Corporation 555 West Fifth Street, Suite 2900 101 Ash Street Los Angeles, California 90013-1001 San Diego, California (213) 895-5000 (619) 696-2000 (Name and address of agents for service) ___________________________________________________________ The Commission is requested to send copies of all notices, orders and communciations in connection with this Application to: Ruth S. Epstein, Esq. Covington & Burling 1201 Pennsylvania Avenue, N.W. P.O. Box 7566 Washington, D.C. 20044-7566UNITED STATES OF AMERICA SECURITIES AND EXCHANGE COMMISSION Sempra Energy ) ) File No. 70-9033 Amendment No. 5 To Application On ) Form U-1 Of Sempra Energy ) INTRODUCTION This amendment is being filed to report that the Federal Communications Commission (the "FCC") has granted the applications for permanent authorizations referred to in Amendment No. 4 to Sempra Energy's Application on Form U-1, under Item 4. Regulatory Approvals, paragraph E. Temporary authorizations, which permitted the Transaction to be consummated, had previously been granted and were reported in Amendment No. 4. With respect to two of these applications, which were filed on FCC Form 415, the authorizations are filed herewith as Exhibits D-15 and D-16. With respect to the remaining two applications, which were filed on FCC Form 703, the applicants were notified orally by FCC staff that these applications were granted. While the FCC does not issue official grant notices with respect to this Form, the FCC has issued new licenses reflecting these authorizations. Item 6. Exhibits and Financial Statements The following exhibits are filed with this Amendment. D-11 Application on Form 415 of San Diego Gas & Electric Company (not including information provided in response to supplemental FCC requests) D-12 Application on Form 703 of San Diego Gas & Electric Company not including information provided in response to supplemental FCC requests) D-13 Application on Form 415 of Southern California Gas Company (not including information provided in response to supplemental FCC requests) D-14 Application on Form 703 of Southern California Gas Company (not including information provided in response to supplemental FCC requests) D-15 FCC Approval of San Diego Gas & Electric Company Form 415 D-16 FCC Approval of Southern California Gas Company Form 415 SIGNATURE Pursuant to the requirements of the Public Utility Holding Company Act of 1935, the undersigned company has duly caused this Amendment to the Application to be signed on its behalf by the undersigned thereunto duly authorized. SEMPRA ENERGY Date: June 24, 1998 By: /s/Frederick E. John -------------------------- Frederick E. John
Exhibit D-11 FEDERAL COMMUNICATIONS COMMISSION Application for Authorization in the Microwave Services Parts 74 and 101 FILING FEE (a) Fee Type Code (b) Fee Multiple (c) Fee Due for Fee Type Code in (a) (d) Total Amount Due FEE Use Only APPLICANT 1. Legal Name of Applicant San Diego Gas & Electric Company 2. Voice Telephone Number ( ) 3. Assumed Name Used for Doing Business (if any) 4. Fax Telephone Number ( ) 5. Mailing Address, Street or P.O. Box Attention: Telecom Building, P.O. Box 1831 6. City San Diego 7. State CA 8. Zip Code 92112 9. E-mail or Internet Address 10. Taxpayer Identification Number E.I. No. 0951184800 11. Name of Contact Representative (if other than applicant) Lee J. Tiedrich 12. Voice Telephone Number (202) 662-5403 13. Contact Representative Firm or Company Name Covington & Burling 14. Fax Telephone Number (202) 662-6291 15. Mailing Address, Street or P.O. Box 1201 Pennsylvania Avenue, N.W. 16. City Washington 17. State D.C. 18. Zip Code 20044 CLASSIFICATION OF FILING 19. Type of Applicant (C) Individual Partnership Corporation Unincorporated Association Governmental Entity 20. Does applicant qualify as a Non-Commercial Educational Broadcaster? (N) Yes No 21. If this filing is an Amendment to a pending application: No File number of pending application: Receipt Date: 22. Eligibility Rule Section 90.35 23. Service Type Code See attached 24. Does this filing propose a waiver or exception to the Commission's Rules? If "yes", attach exhibit explaining circumstances. (N) Yes No 25. Does this filing pose potential interference to Geostationary Satellite Operation? If "yes", attach exhibit explaining circumstances. (N) Yes No 26. Is notification to the National Radio Astronomy Observatory required? If "Yes", provide date of notification: (N) Yes No 27. If this filing is in reference to an existing station at the same location, give the call sign. If this filing is for a Transfer of Control or Assignment of Authorization, list all call signs to be transferred or assigned: Transfer of Control -- See Attachment A for the list of call signs ADMINISTRATIVE INFORMATION 28. The purpose of this filing is to:(H) A. request an initial authorization for a new station (all) B. request authorization for modification of an existing licensed station (all) C. request authorization for a minor modification (Private and Common Carrier) D. request authorization to renew an existing licensed station (all) E. request authorization to reinstate an expired licensed station (all) F. request a full assignment of a radio station authorization (Private) G request authorization of a developmental station (Private and Common Carrier) H. request authorization for transfer of control (Private) I. request authorization to convert from Private to Common Carrier (Common Carrier) J. request amendment to a pending application (all) 29. If this filing is for modification of an existing licensed station, or is for a partial assignment of authorization, specifically describe changes requested. N/A 30. Number of associated applications filed as a system 31. FCC File Numbers of associated applications filed as a system, if known 32. Type of MAS Operation ( ) Two-way master-remote Mobile meter reader One-way outbound Subfrequency operation One-way Inbound Multiple master operation 33. Requested Authorization Expiration Date Month Day POINT OF CONTACT FOR TECHNICAL OPERATIONS 34. Mailing address street or geographical description P.O. Box 1831, ATTN: Mike Calcagno 35. Voice Telephone Number (619)260-5704 36. City San Diego 37. State CA 38. Zip Code 92112 BROADCAST AUXILIARY APPLICANTS 39. Name of Broadcast Auxiliary frequency coordinator 40. Voice Telephone Number ( ) 41. Call Sign of associated Broadcast Station, if any 42. Radio Service Code of associated Broadcast Station TRANSFER OF CONTROL APPLICANTS 43. Is this a pro forma Transfer of Control? (N) Yes No 44. Is each station named in item 27 of this filing constructed and operational? (N) Yes No See Exhibit C 45. Name of Transferee SEMPRA ENERGY 46. Transferee's Mailing Address, Street 101 Ash Street 47. City San Diego 48. State CA 49. Zip Code 92101 ENVIRONMENTAL POLICY 50. Would a Commission grant of any proposal in this application or amendment have a significant environmental effect as defined by 47 CFR 1.1307? *If "yes", attach environmental assessments as required by 47 CFR 1.1308 and 47 CFR 1.1311. (N) Yes No FOREIGN GOVERNMENT REPRESENTATION 51. Is the applicant a foreign government or the representative of any foreign government? (N) Yes No COMMON CARRIER APPLICANTS - ALIEN OWNERSHIP 52. Is the applicant an alien or the representative of an alien? ) Yes No 53. Is the applicant a corporation organized under the laws of any foreign government? Yes No 54. Is the applicant a corporation of which any officer or director is an alien or of which more than one-fifth of the capital stock is owned of record or voted by aliens or their representatives or by a foreign government or representative thereof or by any corporation organized under the laws of a foreign country? Yes No 55. Is the applicant a corporation directly or indirectly controlled by any other corporation of which any officer or more than one-fourth of the directors are aliens, or of which more than one-fourth of the capital stock is owned of record or voted by aliens, their representatives, or by a foreign government or representative thereof, or by any corporation organized under the laws of a foreign country? Yes No *If "yes" attach exhibit explaining nature and extent of alien or foreign ownership or control Yes No *If yes, attach exhibit explaining circumstances. BASIC QUALIFICATIONS (To be completed by Private Operational Fixed and Common Carrier applicants only) 56. Has the applicant or any party to this application or amendment had any FCC station authorization, license or construction permit revoked or had any application for an initial, modification or renewal of FCC station authorization, license, construction permit denied by the Commission? (N) Yes No 57. Has the applicant, or any party to this application or amendment, or any party directly or indirectly controlling the applicant ever been convicted of a felony by any state or federal court? (N) Yes No 58. Has any court finally adjudged the applicant, or any person directly or indirectly controlling the applicant, guilty of unlawfully monopolizing or attempting unlawfully to monopolize radio communication, directly or indirectly, through control of manufacture or sale of radio apparatus, exclusive traffic arrangement or any other means or unfair methods of competition? (N) Yes No 59. Is the applicant, or any person directly or indirectly controlling the applicant, currently a party in any pending matter referred to in the preceding two items? (N) Yes No 60. Is this a Common Carrier corporation? If "Yes", attach exhibit showing names, addresses and citizenship of those stockholders granting of record and/or voting 10 percent or more of the filer's voting stock and the percentages so held. In the case of fiduciary control, indicate the beneficiary(ies) or class of beneficiaries. Also list the names and addresses of the officers and directors of the applicant as well as any controlling corporations. If this information is currently up to date and on file with the Commission, this additional exhibit is not required with this filing. (N) Yes No *If "yes", attach exhibit explaining circumstances. CERTIFICATION The APPLICANT waives any claim to the use of any particular frequency or of the electromagnetic spectrum as against the regulatory power of the United States because of the previous use of the same, whether by license or otherwise, and requests an authorization in accordance with this application. The applicant certifies that neither the applicant nor any other party to the application is subject to a denial of Federal benefits, that includes FCC benefits, pursuant to Section 5301 of the Anti-Drug Abuse Act of 1988, 21 U.S.C. Section 862, because of a conviction for possession or distribution of a controlled substance. All statements made in exhibits are a material part hereof and are incorporated herein as if set out in full in this application. The undersigned, individually and for the applicant, hereby certifies that all statements made in this application and in all attached exhibits are true, complete and correct to the best of his or her knowledge and belief, and are made in good faith. "See 47 CFR 1.2002(a) for the meaning of party to the application" for these purposes. 61. Typed Name of Person Signing /s/ Richard D. Farman /s/ Edwin A. Giles 62. Title President 63. Signature /s/ Richard D. Farman /s/ Edwin A. Giles 64. Date May 22, 1998 WILLFUL FALSE STATEMENTS MADE ON THIS FORM ARE PUNISHABLE BY FINE AND/OR IMPRISONMENT (U.S. Code, Title 18, Section 1001), AND/OR REVOCATION OF ANY STATION LICENSE OR CONSTRUCTION PERMIT (U.S. CODE, TITLE 47, SECTION 312(S)(1)), AND/OR FORFEITURE (U.S. CODE, TITLE 47, SECTION 503). FCC Form 415 Transfer of Control San Diego & Electric Company Exhibit A LIST OF AUTHORIZATIONS WNEL607 MAS WNT1847 MAS WNTS330 MAS WNTS965 MAS WNTT247 MAS WNTX576 MAS WNTZ481 MAS KKP40 OFS KKS80 OFS KKV49 OFS KKV50 OFS KKW75 OFS KKX45 OFS KMM26 OFS KMM27 OFS KMM28 OFS KMM30 OFS KMT23 OFS KMT67 OFS KNH43 OFS KSX99 OFS WNEH623 OFS WNEQ692 OFS WNEQ693 OFS WNEQ694 OFS WNEQ695 OFS WNEQ697 OFS WNEY346 OFS WNTG641 OFS WNTI992 OFS WNTI993 OFS WNTR513 OFS WNTS331 OFS WNTS332 OFS WNTS464 OFS FCC Form 415 Transfer of Control San Diego & Electric Company Exhibit B DESCRIPTION OF TRANSACTION The instant application seeks the FCC's approval of the transfer of control of the corporate licensee, San Diego Gas & Electric Company ("SDG&E"). SDG&E is a subsidiary of Enova Corporation ("Enova"). Enova Corporation and Pacific Enterprises, the parent company of Southern California Gas Company, have agreed to a business combination in which they will become a subsidiary of a new holding company to be named Sempra Energy. This strategic merger of equals will be a tax-free transaction accounted for as a pooling of interests in which common shareholders of Pacific Enterprises and Enova will receive 1.5028 shares of Sempra Energy for each share of Pacific Enterprises and one share of Sempra Energy common stock for each share of Enova common stock. The preferred stock of Pacific Enterprises will remain outstanding. This strategic merger will be of substantial benefit to the customers of both of the FCC corporate licensees. Pacific Enterprises and Enova expect to receive approvals from other necessary regulatory agencies to consummate the business merger. Thus, grant of this application would serve the public interest, convenience and necessity. FCC Form 415 Transfer of Control San Diego & Electric Company Exhibit C UNCONSTRUCTED STATION(S) Station WNPR513 has not been constructed. STATEMENT OF INTENTION I am an officer of San Diego Gas & Electric Company ("SDG&E"). On behalf of SDG&E, I hereby confirm SDG&E's intention to consummate the transfer of control transaction as contemplated in the associated FCC Form 415 application relating to the licenses set forth on Attachment A attached thereto. By: Title: Date:
Exhibit D-12 UNITED STATES OF AMERICA FEDERAL COMMUNICATIONS COMMISSION PART I - APPLICATION FOR CONSENT TO TRANSFER CONTROL OF CORPORATION HOLDING STATION LICENSE (This application must be filed before Transfer of Control Takes Place) 1. (a) Name of corporate licensee San Diego Gas & Electric Company (b) Number and street address Telecom Building, P.O. Box 1831 (c) City (d) State (e) Zip Code San Diego CA 92112 2. Internet address: 3. Employer Identification Number 95-1184-800 SDG&E 4. Call sign and radio service of each station See Exhibit A 5. (a) Fee Type Code PATM (b) Fee Multiple (c) Fee Due $ 6. Name(s) and Address(es) of Transferee SEMPRA ENERGY, 101 Ash Street, San Diego, CA 92101 7. Subsequent to the Transfer of Control, will the licensee corporation be the same corporate entity? That is, will it retain its present name, corporate charter, State of Incorporation, etc.? If "NO", give details on Page 3. YES (XX) NO ( ) 8. Subsequent to the Transfer of Control, will the licensee corporation be a representative of any foreign government? If "YES", give details on Page 3. YES ( ) NO (XX) 9. THIS SECTION TO BE ANSWERED ONLY BY LICENSEES OF PUBLIC COAST, AIRPORT CONTROL TOWER, AERONAUTICAL ENROUTE, AERONAUTICAL FIXED, OR COMMON CARRIER ALASKA PUBLIC FIXED STATIONS, SUBSEQUENT TO THE TRANSFER OF CONTROL: (a) Will any officer or director of such corporation be an alien? If "YES", see Instruction 6. Yes No (b) Will more than 1/5 of the capital stock be either owned of record or may it be voted by aliens or their representatives, or by a foreign government or representative thereof, or by any corporation organized under the laws of a foreign country? If "YES", see instruction 6. Yes No (c) Will the licensee be directly or indirectly controlled by any other corporation? If "YES", answer items (d) through (h) below. Yes No (d) What is the name and address of the corporation in immediate control? (e) Under the laws of what State or Country is the controlling corporation organized? (f) Is more than 1/4 of the capital stock of controlling corporation either owned of record or may it be voted by aliens or their representatives, or by a foreign government or representative thereof, or by any corporation organized under the laws of a foreign country? If "YES", give details on Page 3. Yes No (g) Is any officer or more than 1/4 of the directors of the controlling corporation an alien? If "YES", on Page 3 state name, nationality, and position of each, and state the total number of directors, and give a brief biographical statement for each alien. Yes No (h) Is the controlling corporation in turn controlled by other companies? If "YES", on page 3, or a separate sheet of paper, provide information for each of these controlling companies covering information requested in Items (d) through (h). Yes No CERTIFICATION Applicant waives any claim to the use of any particular frequency regardless of prior use by license or otherwise; Applicant will have unlimited access to the radio equipment and will control access to exclude unauthorized persons; Neither applicant nor any member thereof is a foreign government or representative thereof; Applicant certifies that all statements made in this application and attachments are true, complete and made in good faith; Neither the applicant nor any other entity to the application is subject to a denial of Federal benefits that includes FCC benefits pursuant to Section 5301 of the Anti-Drug Abuse Act of 1988, 21 U.S.C. Section 862, because of a conviction for possession or distribution of a controlled substance. WILLFUL FALSE STATEMENTS MADE ON THIS FORM ARE PUNISHABLE BY FINE AND/OR IMPRISONMENT (U.S. CODE, TITLE 18, SECTION 1001), AND/OR REVOCATION OF ANY STATION LICENSE OR CONSTRUCTION PERMIT (U.S. CODE, TITLE 47, SECTION 312(A)(1)), AND/OR FORFEITURE (U.S. CODE, TITLE 47, SECTION 503). SIGNATURE DATE /s/ Edwin A. Giles Authorized Employee of Licensee Corporation SIGNATURE DATE /s/ Richard D. Farman Transferee of Control DETAILS/ADDITIONAL INFORMATION: - ----------------------------------------------------------------- UNITED STATES OF AMERICA FEDERAL COMMUNICATIONS COMMISSION PART II - AUTHORIZATION TO HOLD STATION LICENSE(S) AFTER TRANSFER OF CONTROL OF CORPORATION 1. Name and mailing address of corporate licensee San Diego Gas & Electric Company Telecomm Building P.O. Box 1831 San Diego, CA 92112 2. Call sign and radio service of each station THIS AUTHORIZATION TO BE FILED WITH CORPORATION'S RADIO STATION RECORDS DO NOT WRITE IN THIS BLOCK CONDITIONS OF GRANT The corporate licensee is hereby authorized to continue holding the radio station license(s) listed in item 2 on the basis of the representations made in the application for this authorization. This authorization is granted for the term of the outstanding license(s) for the station(s) listed in item 2. DATE AUTHORIZED: FEDERAL COMMUNICATIONS COMMISSION Federal Communications Commission 1270 Fairfield Road Gettysburg, PA 17325-7245 List of Authorizations FCC Forms 703 Transfer of Control San Diego Gas & Electric Company Exhibit A WNDG526 GO WNZV616 GO WPCP231 GO KA65070 IG KA67811 IG KA6869 IG KB67995 IG KBK366 IG KFE260 IG KFV499 IG KJT957 IG KJU716 IG KLJ505 IG KMA265 IG KMB323 IG KNFV532 IG KNFV533 IG KNJD746 IG KRJ23 IG KRN611 IG KT7361 IG KUE30 IG KUE337 IG KXE508 IG KXE509 IG WNDD743 IG WNGC763 IG WNKT543 IG WNNY886 IG WNQE915 IG WNSP479 IG WPBU840 IG WPGK934 IG WPJL998 IG WRP784 IG WRP785 IG WRW985 IG WRW986 IG WRW987 IG WZP984 IG WNKV831 YO WNKV832 YO FCC FORM 703 Transfer of Control San Diego Gas & Electric Company Exhibit B DESCRIPTION OF TRANSACTION The instant application seeks the FCC's approval of the transfer of control of the corporate licensee, San Diego Gas & Electric Company ("SDG&E"). SDG&E is a subsidiary of Enova Corporation ("Enova"). Enova Corporation and Pacific Enterprises, the parent company of Southern California Gas Company, have agreed to a business combination in which they will become a subsidiary of a new holding company to be named Sempra Energy. This strategic merger of equals will be a tax-free transaction accounted for as a pooling of interests in which common shareholders of Pacific Enterprises and Enova will receive 1.5028 shares of Sempra Energy for each share of Pacific Enterprises and one share of Sempra Energy common stock for each share of Enova common stock. The preferred stock of Pacific Enterprises will remain outstanding. This strategic merger will be of substantial benefit to the customers of both of the FCC corporate licensees. Pacific Enterprises and Enova expect to receive approvals from other necessary regulatory agencies to consummate the business merger. Thus, grant of this application would serve the public interest, convenience and necessity.
Exhibit D-13 FEDERAL COMMUNICATIONS COMMISSION Application for Authorization in the Microwave Service Parts 74 and 101 FILING FEE (a)Fee Type Code PATM (b)Fee Multiple 90 (c)Fee Due for Fee Type Code in (a) $45.00 (d)Total Amount Due $4050 FEE Use Only APPLICANT 1. Legal Name of Applicant Southern California Gas Company 2. Voice Telephone Number (213) 780-5463 3. Assumed Name Used for Doing Business (if any) 4. Fax Telephone Number (213) 780-5410 5. Mailing Address, Street or P.O. Box Terminal Annex ML 711Q, P.O. Box 513249 Attention: 6. City Los Angeles 7. State CA 8. Zip Code 90051-1249 9. E-mail or Internet Address 10. Taxpayer Identification Number 95-1240705 11. Name of Contact Representative (if other than applicant) 12. Voice Telephone Number 13. Contact Representative Firm or Company Name 14. Fax Telephone Number 15. Mailing Address, Street or P.O. Box 16. City 17. State 18. Zip Code CLASSIFICATION OF FILING 19. Type of Applicant (C) Individual Partnership Corporation Unincorporated Association Governmental Entity 20. Does applicant qualify as a Non-Commercial Educational Broadcaster? (N) Yes No 21. If this filing is an Amendment to a pending application: File number of pending application: Receipt Date: 22. Eligibility Rule Section 90.35(a) 23. Service Type Code OFS 24. Does this filing propose a waiver or exception to the Commission's Rules? *If "yes", attach exhibit explaining circumstances. (N) Yes No 25. Does this filing pose potential Interference to Geostationary Satellite Operation? *If "yes" attach exhibit explaining circumstances. (N) Yes No 26. Is notification to the National Radio Astronomy Observatory required? If "Yes", provide date of notification: (N) Yes No 27. If this filing is in reference to an existing station at the same location, give the call sign. If this filing is for a Transfer of Control or Assignment of Authorization, list all call signs to be transferred or assigned: See Exhibit A attached hereto. 28. The purpose of this filing is to: (H) Enter one or more letters that correctly describes the purpose of this filing. A request an initial authorization for a new station (all) B request authorization for modification of an existing licensed station (all) C request authorization for a minor modification (Private and Common Carrier) D request authorization to renew an existing licensed station (all) E request authorization to reinstate an expired licensed station (all) F request a full assignment of a radio station authorization (Private) G request authorization of a developmental station (Private and Common Carrier) H request authorization for transfer of control (Private) I request authorization to convert from Private to Common Carrier (Common Carrier) J request amendment to a pending application (all) 29. If this filing is for modification of an existing licensed station, or is for a partial assignment of authorization, specifically describe changes requested. 30. Number of associated applications filed as a system 31. FCC File Numbers of associated applications filed as a system, if known 32. Type of MAS Operation ( ) Two-way master-remote One-way outbound One-way Inbound Mobile meter reader Subfrequency operation Multiple master operation 33. Requested Authorization Expiration Date Month Day POINT OF CONTACT FOR TECHNICAL OPERATIONS 34. Mailing address street or geographical description 35. Voice Telephone Number ( ) 36. City 37. State 38. Zip Code BROADCAST AUXILIARY APPLICANTS 39. Name of Broadcast Auxiliary frequency coordinator 40. Voice Telephone Number ( ) 41. Call Sign of associated Broadcast Station, if any 42. Radio Service Code of associated Broadcast Station TRANSFER OF CONTROL APPLICANTS 43. Is this a pro forma Transfer of Control? (N) Yes No 44. Is each station named in item 27 of this filing constructed and operational? (N) Yes No 45. Name of Transferee SEMPRA ENERGY 46. Transferee's Mailing Address, Street 101 Ash Street 47. City San Diego 48. State CA 49. Zip Code 92101 ENVIRONMENTAL POLICY 50. Would a Commission grant of any proposal in this application or amendment have a significant environmental effect as defined by 47 CFR 1.1307? *If "yes", attach environmental assessment as required by 47 CFR 1.1308 and 47 CFR 1.1311. (N) Yes No FOREIGN GOVERNMENT REPRESENTATION 51. Is the applicant a foreign government or the representative of any foreign government? (N) Yes No COMMON CARRIER APPLICANTS - ALIEN OWNERSHIP 52. Is the applicant an alien or the representative of an alien?* ( ) Yes No 53. Is the applicant a corporation organized under the laws of any foreign government?* ( ) Yes No 54. Is the applicant a corporation of which any officer or director is an alien or of which more than one-fifth of the capital stock is owned of record or voted by aliens or their representatives or by a foreign government or representative thereof or by any corporation organized under the laws of a foreign country?* ( ) Yes No 55. Is the applicant a corporation directly or indirectly controlled by any other corporation of which any officer or more than one-fourth of the directors are aliens, or of which more than one-fourth of the capital stock is owned of record or voted by aliens, their representatives, or by a foreign government or representative thereof, or by any corporation organized under the laws of a foreign country? ( ) Yes No *If yes, attach exhibit explaining nature and extent of alien or foreign ownership or control. *If yes, attach exhibit explaining circumstances. BASIC QUALIFICATIONS (To be completed by Private Operational Fixed and Common Carrier applicants only.) 56. Has the applicant or any party to this application or amendment had any FCC station authorization, license or construction permit revoked or had any application for an initial, modification or renewal of FCC station authorization, license, construction permit denied by the Commission?* (N) Yes No 57. Has the applicant, or any party to this application or amendment, or any party directly or indirectly controlling the applicant ever been convicted of a felony by any state or federal court?* (N) Yes No 58. Has any court finally adjudged the applicant, or any person directly or indirectly controlling the applicant, guilty of unlawfully monopolizing or attempting unlawfully to monopolize radio communication, directly or indirectly, through control of manufacture or sale of radio apparatus, exclusive traffic arrangement or any other means or unfair methods of competition?* (N) Yes No 59. Is the applicant, or any person directly or indirectly controlling the applicant, currently a party in any pending matter referred to in the preceding two items?* (N) Yes No 60. Is this a Common Carrier corporation? (N) Yes No If "Yes" attach exhibit showing names, addresses and citizenship of those stockholders owning of record and/or voting 10 percent or more of the filer's voting stock and the percentages so held. In the case of fiduciary control, indicate the beneficiary(ies) or class of beneficiaries. Also list the name and address of the officers and directors of the applicant as well as any controlling corporations. If this information is currently up to date and on file with the Commission, this additional exhibit is not required with this filing. (N) Yes No * If "yes", attach exhibit explaining circumstances. CERTIFICATION The APPLICANT waives any claim to the use of any particular frequency or of the electromagnetic spectrum as against the regulatory power of the United States because of the previous use of the same, whether by license or otherwise, and requests an authorization in accordance with this application. The applicant certifies that neither the applicant nor any other party to the application* is subject to a denial of Federal benefits, that includes FCC benefits, pursuant to Section 5301 of the Anti-Drug Abuse Act of 1988, 21 U.S.C., Section 862, because of a conviction for possession or distribution of a controlled substance. All statements made in exhibits are a material part hereof and are incorporated herein as if set out in full in this application. The undersigned, individually and for the applicant, hereby certifies that all statements made in this application and in all attached exhibits are true, complete and correct to the best of his or her knowledge and belief, and are made in good faith. *See 47 CFR 1.2002(b) for the meaning of "party to the application" for these purposes. 61. Typed Name of Person Signing Richard D. Farman John L. Estes 62. Title President Vice President and Chief Information Officer 63. Signature /s/Richard D. Farman /s/John L. Estes 64. Date May 22, 1998 May 21, 1998 WILLFUL FALSE STATEMENTS MADE ON THIS FORM ARE PUNISHABLE BY FINE AND/OR IMPRISONMENT (U.S. Code, Title 18, Section 1001), AND/OR REVOCATION OF ANY STATION LICENSE OR CONSTRUCTION PERMIT (U.S. CODE, TITLE 47, SECTION 312(A)(1)), AND/OR FORFEITURE (U.S. CODE, TITLE 47, SECTION 503). EXHIBIT A FCC FORM 415 SOUTHERN CALIFORNIA GAS COMPANY AUTHORIZED MICROWAVE CALL SIGNS Call Sign Site Radio Service Notes WAJ999 REDLANDS OFS WAK200 CRESTLINE OFS WBD383 SANTA PAULA OFS WCK69 VISALIA OFS WCK70 KERNVILLE OFS WEH481 BOX SPRINGS OFS WEH482 BEAUMONT OFS WEH483 WHITEWATER OFS WEH484 PALM DESERT OFS WEH485 CACTUS CITY OFS WEH486 DESERT CITY OFS WHC560 SANTA MARIA OFS WNEN850 NORTHRIDGE OFS WNEN851 ANAHEIM OFS WNEN852 BEAUMONT OFS WNEN853 BLYTHE OFS WNEN854 COMPTON OFS WNEN856 TEHACHAPI OFS WNEN857 DOWNEY OFS WNEN858 EL CENTRO OFS WNEN859 TUJUNGA OFS WNEN860 GOLETA OFS WNEN862 VALENCIA OFS WNEN864 MONTEBELLO OFS WNEN865 MONTEREY PARK OFS WNEN866 MONTEREY PARK OFS WNEN867 NEWBERRY SPRINGS OFS WNEN868 NEWHALL OFS WNEN869 CHATSWORTH OFS WNEN870 OILDALE OFS WNEN871 PALM SPRINGS OFS WNEN872 PICO RIVERA OFS WNEN873 PLAYA DEL REY OFS WNEN874 VENTURA OFS WNEN876 MALIBU OFS WNEN878 SANTA MARIA OFS WNEN879 SUNSET RIDGE OFS WNEN880 LOS ANGELES OFS WNEN881 TAFT OFS WNEN882 GLENDALE OFS WNEN883 VICTORVILLE OFS WNEN887 TAFT OFS WNEN888 SAN DIMAS OFS WNEN889 VICTORVILLE OFS EXHIBIT A FCC FORM 415 SOUTHERN CALIFORNIA GAS COMPANY AUTHORIZED MICROWAVE CALL SIGNS Call Sign Site Radio Service Notes WNEN890 BARSTOW OFS WNEN891 MONTEREY PARK OFS WNEQ775 NEWBURY PARK OFS WNEV847 CACTUS CITY OFS WNEV848 DESERT CITY OFS WNEW279 TORRANCE OFS WNEW280 RANCHO PALOS VERDES OFS WNEW414 NORTHRIDGE OFS WNEX343 VENTURA OFS WNTA668 MOJAVE VALLEY OFS WNTA669 NEEDLES OFS WNTG512 KERNVILLE OFS WNTH202 OILDALE OFS WNTH203 KERN OFS WNTH204 TAFT OFS WNTH205 SANTA MARIA OFS WNT1375 LOS ANGELES OFS WN1T1579 NEW SALEM OFS WNTJ578 COALINGA OFS WNTJ579 COALINGA OFS WNTJ964 NEEDLES OFS WNTJ965 NEEDLES OFS WNTJ966 NEEDLES OFS WNTK527 MONTEREY PARK OFS WNTK528 KERNVILLE OFS WNTP732 CORONA OFS WNTR759 SAN LUIS OBISPO OFS WNTT674 PALM DESERT OFS WNTU722 BAKERSFIELD OFS WNTY213 GLENDALE OFS WNTY214 BAKERSFIELD OFS WON43 SANTA MARIA OFS WON44 SAN LUIS OBISPO OFS WPJF744 BEAUMONT OFS WPNA831 SANTA BARBARA OFS WPNC579 BLYTHE OFS WPNC580 PARKER ARIZONA OFS WPNC581 LAKE HAVASU CITY OFS WPNE306 VISALIA OFS WPNM316 RANCHO BERNARDO OFS WPNM472 FALLBROOK OFS WPNM473 LAKE ELISINORE OFS WPNM474 SAN DIEGO OFS WPNM720 SIGNAL HILL OFS FCC Form 415 Transfer of Control Southern California Gas Company Exhibit B DESCRIPTION OF TRANSACTION The instant application seeks the FCC's approval of the transfer of control of the corporate licensee, Southern California Gas Company ("SoCal Gas"). Southern California Gas company is the principal subsidiary of Pacific Enterprises. Pacific Enterprises and Enova Corporation ("Enova"), the parent company of San Diego Gas & Electric Company, have agreed to a business combination in which they will become a subsidiary of a new holding company to be named Sempra Energy. This strategic merger of equals will be a tax-free transaction accounted for as a pooling of interests in which common shareholders of Pacific Enterprises and Enova will receive 1.5028 shares of Sempra Energy for each share of Pacific Enterprises and one share of Sempra Energy common stock for each share of Enova common stock. The preferred stock of Pacific Enterprises will reaming outstanding. This strategic merger will be of substantial benefit to the customer of both of the FCC corporate licensees. Pacific Enterprises and Enova expect to receive all approvals from other necessary regulatory agencies to consummate the business merger. Thus, grant of this application would serve the public interest, convenience and necessity. FCC Form 415 Southern California Gas Company Exhibit C Five of the ninety (90) operational fixed microwave authorizations have facilities whose construction is in progress, but are not completely constructed and have not been placed in operation. These five (5) call signs are WPNM316; WPNM472; WPNM473; WPNM474; and WPNM720. During the pendency of the approval of the merger of the two utility companies by the various governmental entities, including the FCC, Southern California Gas Company ("SoCal Gas") has continued to conduct its day-to-day operations as needed, including obtaining authorizations for new microwave facilities to handle the conduct of the company's business. The five microwave call signs at issue were recently granted, and, thus, insufficient time has passed to permit completion of construction. SoCal Gas submits that neither cancellation of the call signs to allow the transfer of control to be completed nor delay in the FCC's approval of the transfer of control would be in the public interest. Nor would permitting transfer of control of a de minimus number of unreconstructed facilities undermine the Commission's rules governing the microwave services. Accordingly, SoCal Gas asks that the Commission grant the transfer of control of these five licenses for which the underlying facilities have not been constructed.
Exhibit D-14 UNITED STATES OF AMERICA FEDERAL COMMUNICATIONS COMMISSION PART I - APPLICATION FOR CONSENT TO TRANSFER CONTROL OF CORPORATION HOLDING STATION LICENSE (This application must be filed before Transfer of Control takes place) 1. (a) Name of corporate licensee Southern California Gas Company (b) Number and street address Terminal Annex ML 711Q, P.O. Box 513249 (c) City (d) State (e) Zip Code Los Angeles CA 90051-1249 2. Internet address: 3. Taxpayer Identification Number 95-1240705 4. Call sign and radio service of each station See Exhibit A attached hereto. 5. (a) Fee Type Code PATM (b) Fee Multiple 90 (c) Fee Due $4050 6. Name(s) and Address(es) of Transferee SEMPRA ENERGY, 101 Ash Street, San Diego, CA 92101 7. Subsequent to the Transfer of Control, will the licensee corporation be the same corporate entity? That is, will it retain its present name, corporate charter, State of Incorporation, etc.? If "NO", give details on Page 3. YES (XX) NO 8. Subsequent to the Transfer of Control, will the licensee corporation be a representative of any foreign government? If "YES", give details on Page 3. YES NO(XX) 9. THIS SECTION TO BE ANSWERED ONLY BY LICENSEE OF PUBLIC COAST, AIRPORT CONTROL TOWER, AERONAUTICAL ENROUTE, AERONAUTICAL FIXED, OR COMMON CARRIER ALASKA PUBLIC FIXED STATIONS, SUBSEQUENT TO THE TRANSFER OF CONTROL: (a) Will any officer or director of such corporation be an alien? If "YES", see Instruction 6. Yes No (b) Will more than 1/5 of the capital stock be either owned of record or may it be voted by aliens or their representatives, or by a foreign government or representative thereof, or by any corporation organized under the laws of a foreign country? If "YES", see instruction 6. Yes No (c) Will the licensee be directly or indirectly controlled by any other corporation? If "YES", answer items (d) through (h) below. Yes No (d) What is the name and address of the corporation in immediate control? (e) Under the laws of what State or Country is the controlling corporation organized? (f) Is more than 1/4 of the capital stock of controlling corporation either owned of record or may it be voted by aliens or their representatives, or by a foreign government or representative thereof, or by any corporation organized under the laws of a foreign country? If "YES", give details on Page 3. Yes No (g) Is any officer or more than 1/4 of the directors of the controlling corporation an alien? If "YES", on Page 3 state name, nationality, and position of each, and state the total number of directors, and give a brief biographical statement for each alien. Yes No (h) Is the controlling corporation in turn controlled by other companies? If "YES", on page 3, or a separate sheet of paper, provide information for each of these controlling companies covering information requested in items (d) through (h). Yes No CERTIFICATION: Applicant waives any claim to the use of any particular frequency regardless of prior use by license or otherwise; Applicant will have unlimited access to the radio equipment and will control access to exclude unauthorized persons; Neither applicant nor any member thereof is a foreign government or representative thereof; Applicant certifies that all statements made in this application and attachments are true, complete and made in good faith. Neither the applicant nor any other party to the application is subject to a denial of Federal benefits that includes FCC benefits pursuant to Section 5301 of the Anti-Drug Abuse Act of 1988, 21 U.S.C. Section 862, because of a conviction for possession or distribution of a controlled substance. WILLFUL FALSE STATEMENTS MADE ON THIS FORM ARE PUNISHABLE BY FINE AND/OR IMPRISONMENT (U.S. CODE, TITLE 18, SECTION 1001), AND/OR REVOCATION OF ANY STATION LICENSE OR CONSTRUCTION PERMIT (U.S. CODE, TITLE 47, SECTION 312(A)(1)), AND/OR FORFEITURE (U.S. CODE, TITLE 47, SECTION 503). SIGNATURE /s/ John Estes, Vice President and Chief Information Officer Authorized Employee of Licensee Corporation Date May 21, 1998 SIGNATURE Transferee of Contract (Check One) Date ( )Individual ( )Partner ( )Officer ( )Other (Specify) FCC Form 415 Transfer of Control San Diego & Electric Company UNITED STATES OF AMERICA FEDERAL COMMUNICATIONS COMMISSION PART I - APPLICATION FOR CONSENT TO TRANSFER CONTROL OF CORPORATION HOLDING STATION LICENSE (This application must be filed before Transfer of Control takes place) 1. (a) Name of corporate licensee Southern California Gas Company (b) Number and street address Terminal Annex ML 711Q, P.O. Box 513249 (c) City (d) State (e) Zip Code Los Angeles CA 90051-1249 2. Internet address: 3. Taxpayer Identification Number 95-1240705 4. Call sign and radio service of each station See Exhibit A attached hereto. 5.(a) Fee Type Code PALM (b) Fee Multiple (c) Fee Due 6. Name(s) and Address(es) of Transferee SEMPRA ENERGY, 101 Ash Street, San Diego, CA 92101 7. Subsequent to the Transfer of Control, will the licensee corporation be the same corporate entity? This is, will it retain its present name, corporate charter, State of incorporation, etc.? If "NO", give details on Page 3. YES (XX) NO 8. Subsequent to the Transfer of Control, will the licensee corporation be a representative of any foreign government? If "YES", give details on Page 3. YES NO (XX) 9. THIS SECTION TO BE ANSWERED ONLY BY LICENSEE OF PUBLIC COAST, AIRPORT CONTROL TOWER, AERONAUTICAL ENROUTE, AERONAUTICAL FIXED, OR COMMON CARRIER ALASKA PUBLIC FIXED STATIONS, SUBSEQUENT TO THE TRANSFER OF CONTROL: (a) Will any officer or director of such corporation be an alien? If "YES", see instruction 6. Yes No (b) Will more than 1/5 of the capital stock be either owned of record or may it be voted by aliens or their representatives, or by a foreign government or representative thereof, or by any corporation organized under the laws of a foreign country? If "YES", see instruction 6. Yes No (c) Will the licensee be directly or indirectly controlled by any other corporation? If "YES", answer items (d) through (h) below. Yes No (d) What is the name and address of the corporation in immediate control? (e) Under the laws of what State or Country is the controlling corporation organized? (f) Is more than 1/4 of the capital stock of controlling corporation either owned of record or may it be voted by aliens or their representatives, or by a foreign government or representative thereof, or by any corporation organized under the laws of a foreign country? If "YES", give details on Page 3. Yes No (g) Is any officer or more than 1/4 of the directors of the controlling corporation an alien? If "YES", on Page 3 state name, nationality, and position of each, and state the total number of directors, and give a brief biographical statement for each alien. Yes No (h) Is the controlling corporation in turn controlled by other companies? If "YES", on page 3, or a separate sheet of paper, provide information for each of these controlling companies covering information requested in Items (d) through (h). Yes No CERTIFICATION: Applicant waives any claim to the use of any particular frequency regardless of prior use by license or otherwise; Applicant will have unlimited access to the radio equipment and will control access to exclude unauthorized persons; Neither applicant nor any member thereof is a foreign government or representative thereof; Applicant certifies that all statements made in this application and attachments are true, complete and made in good faith. Neither the applicant nor any other party to the application is subject to a denial of Federal benefits that includes FCC benefits pursuant to Section 5301 of the Anti-Drug Abuse Act of 1988, 21 U.S.C. Section 862, because of a conviction for possession or distribution of a controlled substance. WILLFUL FALSE STATEMENTS MADE ON THIS FORM ARE PUNISHABLE BY FINE AND/OR IMPRISONMENT (U.S. CODE, TITLE 18, SECTION 1001), AND/OR REVOCATION OF ANY STATION LICENSE OR CONSTRUCTION PERMIT (U.S. CODE, TITLE 47, SECTION 312(A)(1)), AND/OR FORFEITURE (U.S. CODE, TITLE 47, SECTION 503). SIGNATURE DATE /s/Richard D. Farman Authorized Employee of Licensee Corporation SIGNATURE Richard D. Farman, President, Sempra Energy DATE May 22, 1998 Transferee of Contract (Check One) ( )Individual ( )Partner ( )Officer ( )Other ( )(Specify) DETAILS/ADDITIONAL INFORMATION: _______________________________________________________ UNITED STATES OF AMERICA FEDERAL COMMUNICATIONS COMMISSION PART II - AUTHORIZATION TO HOLD STATION LICENSE(S) AFTER TRANSFER OF CONTROL OF CORPORATION 1. Name and mailing address of corporate licensee Southern California Gas Company Terminal Annex ML 711Q P.O. Box 513249 Los Angeles, CA 90051-3249 2. Call sign and radio service of each station See Exhibit A. THIS AUTHORIZATION TO BE FILED WITH CORPORATION'S RADIO STATION RECORDS DO NOT WRITE IN THIS BLOCK CONDITIONS OF GRANT The corporate licensee is hereby authorized to continue holding the radio station license(s) listed in item 2 on the basis of the representations made in the application for this authorization. This authorization is granted for the term of the outstanding license(s) for the station(s) listed in item 2. DATE AUTHORIZED: FEDERAL COMMUNICATIONS COMMISSION EXHIBIT A FCC FORM 703 SOUTHERN CALIFORNIA GAS COMPANY AUTHORIZED LAND MOBILE CALL SIGNS Call Sign Site Radio Service Notes KA82991 SAN BERNARDINO IG MOBILE ONLY KA84623 INDIO IG MOBILE ONLY KA84624 VISALIA IG MOBILE ONLY KA84625 MORONGO BASIN IG MOBILE ONLY KA84626 BEAUMONT IG MOBILE ONLY KA84627 FONTANA IG MOBILE ONLY KA84628 NIGUEL HILL (LAGUNA) IG MOBILE ONLY KA84629 LOS ANGELES IG MOBILE ONLY KA84630 CANOGA PARK IG MOBILE ONLY KA84631 LANCASTER IG MOBILE ONLY KA84632 OXNARD IG MOBILE ONLY KA84633 DIBBLE HILL IG MOBILE ONLY KA84633 SANTA BARBARA IG MOBILE ONLY KA84633 TIP TOP IG MOBILE ONLY KA84634 LAS CRULES IG MOBILE ONLY KA84635 SANTA MARIA IG MOBILE ONLY KA84636 ATASCADERO IG MOBILE ONLY KA84637 TEN SECTION KERN IG MOBILE ONLY KA84638 PIXLEY IG MOBILE ONLY KB72524 NATIONWIDE IG MOBILE ONLY KB82957 NEWBERRY SPRING IG MOBILE ONLY KD30848 SAN DIMAS IG MOBILE ONLY KFM225 NEW HALL IG KFO299 CHATSWORTH IG KFO299 MULTIPLE LOCATIONS IG KGY462 PLAYA DEL REY IG KJ3497 INGLEWOOD IG MOBILE ONLY KJU725 COMPTON IG KJU736 DOWNEY IG KJU742 INGLEWOOD IG KJU742 SADDLE PEAK IG KLT546 ANAHEIM IG KMA225 DANA POINT IG KMA555 SAN LUIS OBISPO IG KMA564 LOS ANGELES IG KMA565 BLYTHE IG KMA566 BEAUMONT IG KMA568 DESERT CENTER IG KMA569 CORONA IG KMA764 BEAUMONT IG KMA770 GOLETA IG KMC929 EL CENTRO IG KME912 CACTUS CITY IG KME913 DESERT CENTER IG KMF278 VISALIA IG KMG615 PALM DESERT IG KMH699 GLENDALE IG KMH985 PHELAN IG KMH986 DAGGETT IG KMH987 NEEDLES IG KMJ538 MONTEBELLO IG KMV41 NEEDLES-SOUTH IG KMV42 NEEDLES IG KNBG531 LOS ANGELES IG KNBK999 CLAREMONT IG KNBK999 LA HABRA HTS IG KNBK999 SAN DIMAS IG KNBN422 SAN BERNARDINO IG KNCW709 SANTA MARIA IG KNCW710 SANTA MARIA IG KNCW711 CACTUS CITY IG KNNN310 LOMPOC GI KNNN310 SANTA BARBARA GI KNSQ445 DIBBLE HILL IG MOBILE ONLY KNSQ445 LA,RIV,SBD IG MOBILE ONLY KNSQ445 TIP TOP IG MOBILE ONLY KQ7316 LOS ANGELES COUNTY IG KQU773 REDLANDS IG KRA997 SANTA MARIA IG KRF688 NEWHALL IG KRH759 BAKERSFIELD IG KSO756 CRESTLINE IG KSV407 HACIENDA HEIGHTS IG KTI861 VICTORVILLE IG KTI862 NEWBERRY SPRING IG KTI863 NEWHALL IG KTP675 DALE IG KUK822 VENTURA IG KUK823 VENTURA IG KUK845 SANTA MARIA IG Exhibit A FCC Form 703 Southern California Gas Company Authorized Land Mobile Call Signs Call Sign Site Radio Service Notes KUK846 SAN LUIS OBISPO IG KUW773 VENTURA IG KUW927 ONYX PEAK IG KUW928 NORTHRIDGE IG KVD948 TAFT IG KVD964 VISALIA CYPRESS IG KVD990 LAKE ISABELLA IG KVD991 TEHACHAPI IG KVS741 LAGUNA IG KVS742 PICO RIVERA IG KVS743 PASADENA IG KVS744 ANAHEIM IG KVS942 LOS ANGELES IG KWG272 HICULVER CITY IG KWY979 OILDALE IG KXE402 BREA IG KXU657 GLENDALE IG KXU657 MONTEREY PEAK IG KXU658 REDLANDS IG KXW957 ALISO CANYON IG KYA384 MONTEBELLO IG KYS721 SANTA PAULA IG KYZ919 VALENCIA IG KYZ920 VALENCIA IG KZT805 CRESTLINE IG WDF94 NEEDLES IG WFS956 EL CENTRO IG WFS957 DESERT CENTER IG WLR23 NEEDLES IG WNIT923 CHATSWORTH IG WNIT923 CORINA IG WNIT923 SOUTH LAGUNA IG WNIT923 SUNSET RIDGE IG WNIT935 CHATSWORTH GU WNIT935 GLENDALE GU WNIT935 MONTROSE GU WNIT935 PALMDALE GU WNJP424 EL TORO GI WNJP424 MONTROSE GI WNJP424 UPLAND GI Exhibit A FCC Form 703 Southern California Gas Company Authorized Land Mobile Call Signs Call Sign Site Radio Service Notes WNJR566 CRESCENTA GI WNJR566 GOLETA GI WNJR566 RUNNING SPRINGS GI WNJR566 SAN LUIS OBISPO GI WNJR566 SANTA MARIA GI WNJR566 VENTURA GI WNJU973 CHUCKWALLA GO WNJU973 EL CENTRO GO WNJU973 ELSINORE GO WNJU973 HEAPS POINT GO WNJU973 STRAWBERRY GO WNJU973 WHITEWATER GO WNMM745 SUNSET RIDGE IG WNMM749 SAN DIMAS IG WNNA396 RASNOW PEAK IG WNND864 SUNSET RIDGE IG WNNU792 CHATSWORTH IG WNNU792 LANCASTER IG WNNU792 PALMDALE IG WNNW406 ANAHEIM IG WNNW407 SOUTH LAGUNA IG WNPC267 COMPTON IG WNPC267 INGLEWOOD IG WNPC267 MALIBU IG WNPC267 TORRANCE IG WNPC300 TAFT IG WNPH402 MALIBU IG WNQI388 CULVER CITY GU WNQI388 LA CRESCENTA GU WNQI388 MALIBU GU WNQI388 PALOS VERDES GU WNQI388 SIGNAL HILL GU WNQI388 TORRANCE GU WNQL686 CHATSWORTH GI WNQL686 GLENDALE GI WNQL686 MONTEREY PARK GI WNQL686 MONTEREY PARK GI WNQL686 PALMDALE GI WNQL686 SUNSET RIDGE GI WNQN782 COALINGA IG Exhibit A FCC Form 703 Southern California Gas Company Authorized Land Mobile Call Signs Call Sign Site Radio Service Notes WNQN786 COALINGA IG WNQT931 MOBILE ONLY IG WNQU832 KELSO IG WNQV558 CRESTLINE GU WNRE869 BALDWIN HILLS IG WNRE869 COMPTON IG WNRE869 GARVEY RESERVOIR IG WNRE869 OAT MOUNTAIN IG WNRE869 PV VIA CERRITOS IG WNRJ539 CHATSWORTH GU WNRM482 CHATSWORTH GI WNRM482 CORONA GI WNRM482 MALIBU GI WNRQ234 SANTA MARIA IG WNRQ235 SANTA BARBARA IG WNRQ236 SANTA MARIA IG WNRQ237 SIMI VALLEY IG WNSD326 SANTA MARIA IG WNSK527 COMPTOM GI WNSK527 CORONA GI WNSK527 CULVER CITY GI WNSK527 MALIBU GI WNSK527 PALOS VERDES GI WNSK527 SIGNAL HILL GI KERN CITY, SAN LUIS OBISPO, WNSQ445 SANTA BARBARA IG MOBILE ONLY WNSQ445 KERN,VENTURA,RIVERSIDE IG MOBILE ONLY WNSQ445 LOS ANGELES, ORANGE IG MOBILE ONLY WNSQ445 LOS ANGELES, RIVERSIDE IG MOBILE ONLY WNSQ445 LOS ANGELES, VENTURA IG MOBILE ONLY WNSQ445 MOBILE -LA, RIV, SBD IG MOBILE ONLY RIVERSIDE, KERN, WNSQ445 IMPERIAL IG MOBILE ONLY RIVERSIDE, SAN BERNARDINO, WNSQ445 LOS ANGELES, ORANGE IG MOBILE ONLY RIVERSIDE, SANTA BARBARA, WNSQ445 KERN IG MOBILE ONLY SANTA BARBARA, TULARE, WNSQ445 VENTURA IG MOBILE ONLY VENTURA, SAN LUIS OBISPO, WNSQ445 SANTA BARBARA IG MOBILE ONLY Exhibit A FCC Form 703 Southern California Gas Company Authorized Land Mobile Call Signs Call Sign Site Radio Service Notes WNTA705 NEWBURY PARK IG WNWE709 ALHAMBRA IG WNWE710 SIMI VALLEY IG WNWE712 SANTA BARBARA IG WNXI468 CHINO IG WNYY238 LANCASTER IG WNYY238 VALENCIA IG WNZB339 KERNVILLE GI WNZB339 SHIRLEY PEAK GI WPAC574 DULZURA IG WPAC574 EL CENTRO IG WPCF661 JEFFERSON, TEXAS IG WPCM933 GORMAN IG WPCZ351 CORONA GI WPCZ351 SAN PEDRO GI WPFC704 BEAUMONT GB WPFN310 STATEWIDE GI MOBILE UNITS WPFN661 CACTUS CITY IG WPFN661 CHUCKWALLA IG WPFN661 CRESTLINE IG WPFN661 ELSINORE IG WPFN661 WHITEWATER IG WPFN665 CACTUS CITY IG WPFN665 CHUCKWALLA IG WPFN665 EL CENTRO IG WPFQ765 BEAUMONT GI WPFQ769 BOX SPRINGS GI WPFQ769 CORONA GI WPFQ769 LAKE ELSINORE GI WPFQ769 RIMFOREST GI WPFQ769 SUNSET RIDGE GI WPFQ769 WRIGHTWOOD GI WPGD204 SAN BERNARDINO IG MOBILE ONLY WPHM899 BLYTHE GI WPHM899 CACTUS CITY GI WPHM899 EL CENTRO GI WPHM899 PALM SPRINGS GI WPHM899 YUCCA VALLEY GI WPHZ837 SANTA BARBARA IG WPIB369 COALINGA GI Exhibit A FCC Form 703 Southern California Gas Company Authorized Land Mobile Call Signs Call Sign Site Radio Service Notes WPIB369 GLENDALE GI WPIB369 GOLELTA GI WPIB369 SAN LUIS OBISPO GI WPIB369 SANTA MARIA GI WPIB369 SANTA PAULA GI WPIB370 EAST SIMI VALLEY GI WPIB370 MALIBU GI WPIB370 MCKITTRICK GI WPIB370 PALMDALE GI WPIB370 SANTA BARBARA GI WPIB370 TEHACHAPI GI WPJK446 LAGUNA BEACH GI WPJY419 LOS ANGELES GI WPKA350 BOX SPRINGS IG WPKG836 BOX SPRINGS IG WPKJ571 CHATSWORTH IG WPKJ571 CORONA IG WPKJ571 DAGGETT IG WPKJ571 KERNVILLE IG WPKJ571 MOCOALINGA IG WPKJ571 SANTA MARIA IG WPKW867 SHIRLEY PEAK IG WPKX559 BLYTHE GI WPKX559 CACTUS CITY GI WPKX559 RUNNING SPRINGS GI WPKX560 DESERT CITY GI WPKX560 RUNNING SPRINGS GI WPKX562 RUNNING SPRINGS GI WPKX564 ELSINORE GI WPKX564 RUNNING SPRINGS GI WPKX565 BEAUMONT GI WPKX565 RUNNING SPRINGS GI WPKZ446 MOBILE ONLY GI WPLG223 MONTEREY PARK GI WPLG225 SUNSET RIDGE GI WPLQ839 CACTUS CITY GU WPLS574 EL CENTRO GI WPLS574 RUNNING SPRINGS GI WPLS576 CACTUS CITY GI WPLS576 EL CENTRO GI WPLS576 RUNNING SPRINGS GI WPLU579 CACTUS CITY GU WPLU579 EL CENTRO GU WPLU579 RUNNING SPRINGS GU WPLY327 GOLETA IG WPMA314 CHATSWORTH IG EXHIBIT A FCC Form 703 Southern California Gas Company Authorized Land Mobile Call Signs Call Sign Site Radio Service Notes WPMB647 VISALIA IG WQI93 NORTHRIDGE IG WRS496 SANTA BARBARA IG WYG826 BANNING IG WZB459 DESERT CENTER IG PENDING RANCHO BERNARDO IG FILED WITH FCC 5/21/98 COORDINATION #CA8UU00480 FCC FORM 703 Transfer of Control Southern California Gas Company Exhibit B DESCRIPTION OF TRANSACTION The instant application seeks the FCC's approval of the transfer of control of the corporate licensee, Southern California Gas Company ("SoCal Gas"). Southern California Gas company is the principal subsidiary of Pacific Enterprises. Pacific Enterprises and Enova Corporation ("Enova"), the parent company of San Diego Gas & Electric Company, have agreed to a business combination in which they will become a subsidiary of a new holding company to be named Sempra Energy. This strategic merger of equals will be a tax-free transaction accounted for as a pooling of interests in which common shareholders of Pacific Enterprises and Enova will receive 1.5028 shares of Sempra Energy for each share of Pacific Enterprises and one share of Sempra Energy common stock for each share of Enova common stock. The preferred stock of Pacific Enterprises will remain outstanding. This strategic merger will be of substantial benefit to the customer of both of the FCC corporate licensees. Pacific Enterprises and Enova expect to receive all approvals from other necessary regulatory agencies to consummate the business merger. Thus, grant of this application would serve the public interest, convenience and necessity.
Exhibit D-15 FEDERAL COMMUNICATIONS COMMISSION 1270 Fairfield Road Gettysburg, PA 17325-7245 Telephone (717) 338-2646 Facsimile (717) 338-2691 E-mail: microwav@fcc.gov San Diego Gas and Electric Co. In Reply Refer To: Telecom Building 7140-01 P.O. Box 1831 17008 San Diego, CA 92112 Re: Exhibit A FCC File Number 910820 Effective Date 6/16/98 Dear Applicant: The above referenced application for assignment/transfer of control has been granted. Due to the in-operability of our computer processing system we are unable to issue a formal Consent Form FCC732-C at this time. When the problems with our processing system have been corrected we will generate a formal Consent Form FCC732-C. Sincerely, Microwave Branch List of Authorizations FCC Form 415 Transfer of Control San Diego Gas & Electric Company Exhibit A Call Sign Service WNEL607 MAS WNT1847 MAS WNTS330 MAS WNTS965 MAS WNTT247 MAS WNTX576 MAS WNTZ481 MAS KKP40 OFS KKS80 OFS KKV49 OFS KKV50 OFS KKW75 OFS KKX45 OFS KMM26 OFS KMM27 OFS KKM28 OFS KMM30 OFS KMT23 OFS KMT67 OFS KNH43 OFS KSX99 OFS WNEH623 OFS WNEQ692 OFS WNEQ693 OFS WNEQ694 OFS WNEQ695 OFS WNEQ697 OFS WNEY346 OFS WNTG641 OFS WNT1992 OFS WNT1993 OFS WNTR513 OFS WNTS331 OFS WNTS332 OFS WNTS464 OFS
Exhibit D-16 FEDERAL COMMUNICATIONS COMMISSION 1270 Fairfield Road Gettysburg, PA 17325-7245 Telephone (717) 338-2646 Facsimile (717) 338-2691 E-mail: microwav@fcc.gov Southern California Gas Co. In Reply Refer To: Terminal Annex ML 711Q 7140-01 P.O. Box 513249 17008 Los Angeles, CA 90051-1249 Re: Exhibit A FCC File Number 910819 Effective Date 6/17/98 Dear Applicant: The above referenced application for assignment/transfer of control has been granted. Due to the in-operability of our computer processing system we are unable to issue a formal Consent Form FCC732-C at this time. When the problems with our processing system have been corrected we will generate a formal Consent Form FCC 732-C. Sincerely, Microwave Branch EXHIBIT A FCC FORM 415 SOUTHERN CALIFORNIA GAS COMPANY AUTHORIZED MICROWAVE CALL SIGNS Call Sign Site Radio Service Notes WAJ999 REDLANDS OFS WAK200 CRESTLINE OFS WBD383 SANTA PAULA OFS WCK69 VISALIA OFS WCK70 KERNVILLE OFS WEH481 BOX SPRINGS OFS WEH482 BEAUMONT OFS WEH483 WHITEWATER OFS WEH484 PALM DESERT OFS WEH485 CACTUS CITY OFS WEH486 DESERT CITY OFS WHC560 SANTA MARIA OFS WNEN850 NORTHRIDGE OFS WNEN851 ANAHEIM OFS WNEN852 BEAUMONT OFS WNEN853 BLYTHE OFS WNEN854 COMPTON OFS WNEN856 TEHACHAPI OFS WNEN857 DOWNEY OFS WNEN858 EL CENTRO OFS WNEN859 TUJUNGA OFS WNEN860 GOLETA OFS WNEN862 VALENCIA OFS WNEN864 MONTEBELLO OFS WNEN865 MONTEREY PARK OFS WNEN866 MONTEREY PARK OFS WNEN867 NEWBERRY SPRINGS OFS WNEN868 NEWHALL OFS WNEN869 CHATSWORTH OFS WNEN870 OILDALE OFS WNEN871 PALM SPRINGS OFS WNEN872 PICO RIVERA OFS WNEN873 PLAYA DEL REY OFS WNEN874 VENTURA OFS WNEN876 MALIBU OFS WNEN878 SANTA MARIA OFS WNEN879 SUNSET RIDGE OFS WNEN880 LOS ANGELES OFS WNEN881 TAFT OFS WNEN882 GLENDALE OFS WNEN883 VICTORVILLE OFS WNEN887 TAFT OFS WNEN888 SAN DIMAS OFS WNEN889 VICTORVILLE OFS WNEN890 BARSTOW OFS WNEN891 MONTEREY PARK OFS WNEQ775 NEWBURY PARK OFS WNEV847 CACTUS CITY OFS WNEV848 DESERT CITY OFS WNEW279 TORRANCE OFS WNEW280 RANCHO PALOS VERDES OFS WNEW414 NORTHRIDGE OFS WNEX343 VENTURA OFS WNTA668 MOJAVE VALLEY OFS WNTA669 NEEDLES OFS WNTG512 KERNVILLE OFS WNTH202 OILDALE OFS WNTH203 KERN OFS WNTH204 TAFT OFS WNTH205 SANTA MARIA OFS WNT1375 LOS ANGELES OFS WNT1579 NEW SALEM OFS WNTJ578 COALINGA OFS WNTJ579 COALINGA OFS WNTJ964 NEEDLES OFS WNTJ965 NEEDLES OFS WNTJ966 NEEDLES OFS WNTK527 MONTEREY PARK OFS WNTK528 KERNVILLE OFS WNTP732 CORONA OFS WNTR759 SAN LUIS OBISPO OFS WNTT674 PALM DESERT OFS WNTU722 BAKERSFILED OFS WNTY213 GLENDALE OFS WNTY214 BAKERSFIELD OFS WON41 SANTA BARBARA OFS WON42 VENTURA OFS WON43 SANTA MARIA OFS WON44 SAN LUIS OBISPO OFS WPJF744 BEAUMONT OFS WPNA831 SANTA BARBARA OFS WPNC579 BLYTHE OFS WPNC580 PARKER ARIZONA OFS WPNC581 LAKE HAVASU CITY OFS WPNE306 VISALIA OFS WPNM316 RANCHO BERNARDO OFS WPNM472 FALLBROOK OFS WPNM473 LAKE ELISINORE OFS WPNM474 SAN DIEGO OFS WPNM720 SIGNAL HILL OFS