WSR 05-10-099

PROPOSED RULES

UTILITIES AND TRANSPORTATION

COMMISSION

[ Docket No. A-021178 and TO-030288 -- Filed May 4, 2005, 9:44 a.m. ]

     Supplemental Notice to WSR 05-01-224.

     Preproposal statement of inquiry was filed as WSR 02-20-105, 02-22-030, and 03-07-034.

     Title of Rule and Other Identifying Information: This rule making would establish rules relating to reporting of transactions between regulated utility and transportation companies and their subsidiaries to the commission. The supplemental notice would revise several rules noticed at WSR 05-01-224, relating to issuance of securities.

     Hearing Location(s): Commission Hearing Room 206, Second Floor, Chandler Plaza Building, 1300 South Evergreen Park Drive S.W., Olympia, WA 98504, on June 15, 2005, at 9:30 a.m.

     Date of Intended Adoption: Wednesday, June 15, 2005.

     Submit Written Comments to: Carole J. Washburn, Secretary, P.O. Box 47250, Olympia, WA 98504, e-mail records@wutc.wa.gov, fax (360) 586-1150, by May 25, 2005. Please include Docket No. A-021178 and TO-030288 in your communication.

     Assistance for Persons with Disabilities: Contact Mary DeYoung by Monday, June 13, 2005, TTY (360) 586-8203 or (360) 664-1133.

     Purpose of the Proposal and Its Anticipated Effects, Including Any Changes in Existing Rules: This supplemental proposal would revise sections in chapters 480-73, 480-90, 480-100, 480-110, 480-120, and 480-121 WAC relating to issuing securities.

     Affected WACs are: Chapter 480-73 WAC, Hazardous liquid pipeline companies.

     Amending WAC 480-73-110 Filing information.

     Adopts language from proposed repealers: WAC 480-146-250 Filing, 480-146-260 Commission may require additional information, 480-146-270 Applicant may include information by reference, and 480-146-280 Applicant duty when information is unavailable.

     Adopting WAC 480-73-170 Issuing securities.

     1. Adopts language from proposed repealers: WAC 480-146-290 Securities statements and applications, 480-146-300 Filing requirements for securities statements and applications, 480-146-320 Minimum time required for commission order, and 480-146-330 Supplemental securities filings may be exempt from time limitations.

     2. Adds procedures for filing a notice of a securities issuance with commission.

     3. Adds exemption for supplemental orders from proposed repealer WAC 480-146-330 Supplemental securities filing may be exempt from time limitations.

     Adopting WAC 480-73-200 Securities report.

     Adopts language from proposed repealer WAC 480-146-340 Reporting of securities transactions, and revises language to obtain pertinent information.

Chapter 480-90 WAC, Gas companies -- Operations.

     Amending WAC 480-90-207 Filing information.

     Adopts language from proposed repealers: WAC 480-146-250 Filing, 480-146-260 Commission may require additional information, 480-146-270 Applicant may include information by reference, and 480-146-280 Applicant duty when information is unavailable.

     Adopting WAC 480-90-242 Issuing securities.

     1. Adopts language from proposed repealers: WAC 480-146-290 Securities statements and applications, 480-146-300 Filing requirements for securities statements and applications, 480-146-320 Minimum time required for commission order, and 480-146-330 Supplemental securities filings may be exempt from time limitations.

     2. Adds procedures for filing a notice of a securities issuance with commission.

     3. Adds exemption for supplemental orders from proposed repealer WAC 480-146-330 Supplemental securities filing [may be exempt from time limitations].

     Amending WAC 480-90-248 Transfers of property.

     Removes reference to chapter 480-146 WAC.

     Adopting WAC 480-90-262 Securities report.

     Adopts language from proposed repealer WAC 480-146-340 Reporting of securities transactions, and revises language to obtain pertinent information.

Chapter 480-100 WAC, Electric companies -- Operations.

     Amending WAC 480-100-207 Filing information.

     Adopts language from proposed repealers: WAC 480-146-250 Filing, 480-146-260 Commission may require additional information, 480-146-270 Applicant may include information by reference, and 480-146-280 Applicant duty when information is unavailable.

     Adopting WAC 480-100-242 Issuing securities.

     1. Adopts language from proposed repealers: WAC 480-146-290 Securities statements and applications, 480-146-300 Filing requirements for securities statements and applications, 480-146-320 Minimum time required for commission order, and 480-146-330 Supplemental securities filings may be exempt from time limitations.

     2. Adds procedures for filing a notice of a securities issuance with commission.

     3. Adds exemption for supplemental orders from proposed repealer WAC 480-146-330 Supplemental securities filing may be exempt from time limitations.

     Amending WAC 480-100-248 Transfers of property.

     Removes reference to chapter 480-146 WAC.

     Adopting WAC 480-100-262 Securities report.

     Adopts language from proposed repealer WAC 480-146-340 Reporting of securities transactions, and revises language to obtain pertinent information.

     Adopting WAC 480-100-282 Application for approval of lease of utility facilities.

     Adopts language from proposed repealer WAC 480-146-370 Application for approval of lease of utility facilities.

     Adopting WAC 480-100-287 Form of lease application.

     Adopts language from proposed repealer WAC 480-146-380 Form of lease application.

Chapter 480-110 WAC, Water companies.

     Amending WAC 480-110-457 Filing information.

     Adopts language from proposed repealers: WAC 480-146-250 Filing, 480-146-260 Commission may require additional information, 480-146-270 Applicant may include information by reference, and 480-146-280 Applicant duty when information is unavailable.

     Adopting WAC 480-110-525 Issuing securities.

     1. Adopts language from proposed repealers: WAC 480-146-290 Securities statements and applications, 480-146-300 Filing requirements for securities statements and applications, 480-146-320 Minimum time required for commission order, and 480-146-330 Supplemental securities filings may be exempt from time limitations.

     2. Adds procedures for filing a notice of a securities issuance with commission.

     3. Adds exemption for supplemental orders from proposed repealed WAC 480-146-330 Supplemental securities filing may be exempt from time limitations.

     Adopting WAC 480-110-555 Transfers of property.

     Removes reference to chapter 480-146 WAC.

     Adopting WAC 480-110-565 Securities report.

     Adopts language from proposed repealer WAC 480-146-340 Reporting of securities transactions, and revises language to obtain pertinent information.

Chapter 480-120 WAC, Telecommunications operations.

     Amending WAC 480-120-331 Filing information.

     Adopts language from proposed repealers: WAC 480-146-250 Filing, 480-146-260 Commission may require additional information, 480-146-270 Applicant may include information by reference, and 480-146-280 Applicant duty when information is unavailable.

     Adopting WAC 480-120-365 Issuing securities.

     1. Adopts language from proposed repealers: WAC 480-146-290 Securities statements and applications, 480-146-300 Filing requirements for securities statements and applications, 480-146-320 Minimum time required for commission order, and 480-146-330 Supplemental securities filings may be exempt from time limitations.

     2. Adds procedures for filing a notice of a securities issuance with commission.

     3. Adds exemption for supplemental orders from proposed repealer WAC 480-146-330 Supplemental securities filing may be exempt from time limitations.

     Adopting WAC 480-120-389 Securities report.

     Adopts language from proposed repealer WAC 480-146-340 Reporting of securities transactions, and revises language to obtain pertinent information.

Chapter 480-121 WAC, Registration, competitive classification and price lists of telecommunications companies.

     Amending WAC 480-121-063 Regulatory requirements that may be waived for competitively classified telecommunications companies.

     Removes reference to chapter 480-146 WAC and adds references to new financial reporting rules, WAC 480-120-389 Securities report and 480-120-395 Affiliated interest and subsidiary transactions report.

Chapter 480-146 WAC, Commission general -- Securities, liens, affiliated interests, refunding of notes, lease of utility facilities.

     Repealing WAC 480-146-240 Application of rules.

     Repealing WAC 480-146-250 Filing, 480-146-260 Commission may require additional information, 480-146-270 Applicant may include information by reference, and 480-146-280 Applicant duty when information is unavailable.

     These sections adopted in proposed WAC 480-73-110 Filing information, 480-90-207 Filing information, 480-100-207 Filing information, 480-110-457 Filing information, and 480-120-331 Filing information.

     Repealing WAC 480-146-290 Securities statements and applications, 480-146-300 Filing requirements for securities statements and applications, 480-146-320 Minimum time required for commission order, and 480-146-330 Supplemental securities filing may be exempt from time limitations.

     These sections adopted in proposed WAC 480-73-170 Issuing securities, 480-90-242 Issuing securities, 480-100-242 Issuing securities, 480-110-525 Issuing securities, and 480-120-365 Issuing securities.

     Repealing WAC 480-146-310 Commission may set securities application or statement for public hearing.

     Repealer - no longer relevant.

     Repealing WAC 480-146-340 Reporting of securities transactions.

     This section adopted in proposed WAC 480-73-200 Securities report, 480-90-262 Securities report, 480-100-262 Securities report, 480-110-565 Securities report, and 480-120-389 Securities report.

     Repealing WAC 480-146-370 Application for approval of lease of utility facilities.

     This section adopted in proposed WAC 480-100-282 Application for approval of lease of utility facilities.

     Repealing WAC 480-146-380 Form of lease application.

     This section adopted in proposed WAC 480-100-287 Form of lease application.

     Reasons Supporting Proposal: Language is proposed that would constitute a substantial change from the supplemental CR-102 proposal at WSR 05-01-224. The revisions proposed in this supplemental CR-102 would include removal of the "five business days prior to issuance" requirement, removal of the investment grade reporting waiver, repeal of the remainder of chapter 480-146 WAC, and deletion of cross-references and other references to chapter 480-146 WAC from rules adopted recently in these two dockets at WSR 05-06-051.

     Statutory Authority for Adoption: RCW 80.01.040, 80.04.160, and 81.04.160.

     Rule is not necessitated by federal law, federal or state court decision.

     Name of Proponent: Washington Utilities and Transportation Commission, governmental.

     Name of Agency Personnel Responsible for Drafting: Sharyn Bate, 1300 South Evergreen Park Drive S.W., Olympia, WA 98504, (360) 664-1295; Implementation and Enforcement: Carole J. Washburn, Secretary, 1300 South Evergreen Park Drive S.W., Olympia, WA 98504, (360) 664-1174.

     No small business economic impact statement has been prepared under chapter 19.85 RCW. The proposed corrections and changes to rules will not result in or impose an increase in costs. Because there will not be any increase in costs resulting from the proposed rule changes, a small business economic impact statement is not required under RCW 19.85.030(1).

     A cost-benefit analysis is not required under RCW 34.05.328. The commission is not an agency to which RCW 34.05.328 applies. The proposed rule is not a significant legislative rule of the sort referenced in RCW 34.05.328(5).

May 4, 2005

Carole J. Washburn

Executive Secretary

OTS-7874.2


AMENDATORY SECTION(Amending Docket No. A-021178 and TO-030288, General Order No. R-518, filed 2/28/05, effective 3/31/05)

WAC 480-73-110   Filing information.   (1) Filing. The commission records center will accept any filing under WAC 480-73-170 (Issuing securities) delivered in person, by mail, telefacsimile, or electronic mail message. The commission records center will accept all other reports required in Part II in person, by mail, or when procedures are in place, electronic mail message.

     (2) Commission may require additional information. The commission may require information in addition to that specified by statute or in this chapter.

     (3) Information by reference. When any information required to support a filing is on file with the commission, it is sufficient to make specific reference to the information indicating the proceeding, report, or other filing that contains the referenced information.

     (4) When information is unavailable. If any required information is unavailable at the time of the filing, the filing must include the reason why the information is not available and state when it will be available.

[Statutory Authority: RCW 80.01.040, 80.04.160, 81.04.160 and 34.05.353. 05-06-051 (Docket No. A-021178 and TO-030288, General Order No. R-518), § 480-73-110, filed 2/28/05, effective 3/31/05.]


NEW SECTION
WAC 480-73-170   Issuing securities.   (1) Before a pipeline company issues stocks, stock certificates, other evidence of interest or ownership, bonds, notes, or other evidences of indebtedness, or assumes any obligation or liability as guarantor, it must file with the commission:

     (a) A description of the purposes for which the issuance will be made, including a certification by an officer authorized to do so, that the proceeds from any such financing is for one or more of the purposes allowed by RCW 81.08.030;

     (b) A description of the proposed issuance, including the terms of financing; and

     (c) A statement as to why the transaction is in the public interest.

     (2) Filing a Registration Statement with the Securities and Exchange Commission using a shelf registration process does not constitute undertaking the issuance of a security, and therefore a filing with the commission is not required under the provisions of RCW 81.08.040. A shelf registration filing is defined under the General Rules and Regulations promulgated under the Securities Act of 1933, Rule 415 - Delayed or Continuous Offering and Sale of Securities.

     (3) An authorized representative must sign and date the filing and include a certification or declaration that the information is true and correct under penalty of perjury as set forth in chapter 9A.72 RCW. The certificate or declaration must be in substantially the following form:


"I certify (or declare) under penalty of perjury under the laws of the State of Washington that the foregoing is true and correct."

     (4) Within sixty days after the issuance of any securities, except for dividend reinvestment and employee benefit plans, a pipeline company must file with the commission a verified statement:

     (a) Outlining the final terms and conditions of the transaction; and

     (b) Setting forth actual proceeds from the issuance and the disposition of proceeds stating the final amount to be used for each purpose allowed by RCW 81.08.030.

[]


NEW SECTION
WAC 480-73-200   Securities report.   Each pipeline company that has issued securities must file with the commission an annual securities transaction report. The report is due ninety days from the end of the company's reporting period, whether a fiscal or calendar year. At a minimum, the report must contain:

     (1) A schedule of the securities issued during the reporting period including a detailed description of the final agreements;

     (2) A description of the use of proceeds stating the amounts used for each purpose allowed by RCW 81.08.030;

     (3) The level of expenses for each of the securities transactions for the reporting period;

     (4) A schedule of securities retired, refunded, repurchased, or otherwise removed from the company's capitalization; and

     (5) A schedule of securities scheduled to mature in the fiscal or calendar year following the reporting period.

[]

OTS-7875.2


AMENDATORY SECTION(Amending Docket No. A-021178 and TO-030288, General Order No. R-518, filed 2/28/05, effective 3/31/05)

WAC 480-90-207   Filing information.   (1) Filing. The commission record center will accept any filing under WAC 480-90-242 (Issuing securities) delivered in person, by mail, telefacsimile, or electronic mail message. The commission records center will accept all other reports required in Part III in person, by mail, or when procedures are in place, electronic mail message.

     (2) Commission may require additional information. The commission may require pertinent information in addition to that specified by statute or in this chapter.

     (3) Information by reference. When any information required to support a filing is on file with the commission, it is sufficient to make specific reference to the information indicating the proceeding, report, or other filing that contains the referenced information.

     (4) When information is unavailable. If any required information is unavailable at the time of the filing, the filing must include the reason why the information is not available and state when it will be available.

[Statutory Authority: RCW 80.01.040, 80.04.160, 81.04.160 and 34.05.353. 05-06-051 (Docket No. A-021178 and TO-030288, General Order No. R-518), § 480-90-207, filed 2/28/05, effective 3/31/05.]


NEW SECTION
WAC 480-90-242   Issuing securities.   For the purpose of this section:

     "Securities" means stocks, stock certificates, other evidence of interest or ownership, bonds, notes, or other evidence of indebtedness, or any obligation or liability as guarantor.

     (1) Before a gas utility issues a security, it must file with the commission:

     (a) A description of the purposes for which the issuance will be made, including a certification by an officer authorized to do so, that the proceeds from any such financing is for one or more of the purposes allowed by RCW 80.08.030;

     (b) A description of the proposed issuance, including the terms of financing; and

     (c) A statement as to why the transaction is in the public interest.

     (2) A commission order is not required for such a filing. The utility may request a written order affirming that the utility has complied with the requirements of RCW 80.08.040. The utility must submit the request for a commission order, along with the information required in subsection (1) of this section, at least fifteen business days before the requested effective date for the order. Requests for supplemental orders may be exempt from the fifteen business day requirement.

     (3) Filing a Registration Statement with the Securities and Exchange Commission using a shelf registration process does not constitute undertaking the issuance of a security, and therefore a filing with the commission is not required under the provisions of RCW 80.08.040. A shelf registration filing is defined under the General Rules and Regulations promulgated under the Securities Act of 1933, Rule 415 - Delayed or Continuous Offering and Sale of Securities.

     (4) An authorized representative must sign and date the filing and include a certification or declaration that the information is true and correct under penalty of perjury as set forth in chapter 9A.72 RCW. The certificate or declaration must be in substantially the following form:


"I certify (or declare) under penalty of perjury under the laws of the State of Washington that the foregoing is true and correct."

     (5) Filings under this section may be submitted with portions designated confidential pursuant to WAC 480-07-160 (Confidential information).

     (6) Within sixty days after the issuance of any securities, except for dividend reinvestment and employee benefit plans, a utility must file with the commission a verified statement:

     (a) Outlining the final terms and conditions of the transaction; and

     (b) Setting forth actual proceeds from the issuance and the disposition of proceeds stating the final amount to be used for each purpose allowed by RCW 80.08.030.

[]


AMENDATORY SECTION(Amending Docket No. A-021178 and TO-030288, General Order No. R-518, filed 2/28/05, effective 3/31/05)

WAC 480-90-248   ((Securities and)) Transfers of property.   (((1) Before a gas utility issues stock, securities, or other evidence of indebtedness, the utility must comply with the requirements of chapters 80.08 RCW and 480-146 WAC.

     (2))) Before selling, leasing, or assigning any of its property or facilities which are necessary or useful in the performance of its duties to the public, or before acquiring property or facilities of another public utility, a gas utility must obtain from the commission an order authorizing such transaction in accordance with chapter 80.12 RCW (Transfers of property) and chapter 480-143 WAC (Commission general -- Transfers of property).

[Statutory Authority: RCW 80.01.040, 80.04.160, 81.04.160 and 34.05.353. 05-06-051 (Docket No. A-021178 and TO-030288, General Order No. R-518), § 480-90-248, filed 2/28/05, effective 3/31/05.]


NEW SECTION
WAC 480-90-262   Securities report.   Each gas utility that has issued securities must file with the commission an annual securities transaction report. The report is due five months from the end of the utility's reporting period, whether a fiscal or calendar year. At a minimum, the report must contain:

     (1) A schedule of the securities issued during the reporting period including a detailed description of the final agreements;

     (2) A description of the use of proceeds stating the amounts used for each purpose allowed by RCW 80.08.030;

     (3) The level of expenses for each of the securities transactions for the reporting period;

     (4) A schedule of securities retired, refunded, repurchased, or otherwise removed from the utility's capitalization; and

     (5) A schedule of securities scheduled to mature in the fiscal or calendar year following the reporting period.

[]

OTS-7876.2


AMENDATORY SECTION(Amending Docket No. A-021178 and TO-030288, General Order No. R-518, filed 2/28/05, effective 3/31/05)

WAC 480-100-207   Filing information.   (1) Filing. The commission records center will accept any filing under WAC 480-100-242 (Issuing securities) delivered in person, by mail, telefacsimile, or electronic mail message. The commission records center will accept all other reports required in Part III in person, by mail, or when procedures are in place, electronic mail message.

     (2) Commission may require additional information. The commission may require pertinent information in addition to that specified by statute or in this chapter.

     (3) Information by reference. When any information required to support a filing is on file with the commission, it is sufficient to make specific reference to the information indicating the proceeding, report, or other filing that contains the referenced information.

     (4) When information is unavailable. If any required information is unavailable at the time of the filing, the filing must include the reason why the information is not available and state when it will be available.

[Statutory Authority: RCW 80.01.040, 80.04.160, 81.04.160 and 34.05.353. 05-06-051 (Docket No. A-021178 and TO-030288, General Order No. R-518), § 480-100-207, filed 2/28/05, effective 3/31/05.]


NEW SECTION
WAC 480-100-242   Issuing securities.   For the purpose of this section:

     "Securities" means stocks, stock certificates, other evidence of interest or ownership, bonds, notes, or other evidence of indebtedness, or any obligation or liability as guarantor.

     (1) Before an electric utility issues a security, it must file with the commission:

     (a) A description of the purposes for which the issuance will be made, including a certification by an officer authorized to do so, that the proceeds from any such financing is for one or more of the purposes allowed by RCW 80.08.030;

     (b) A description of the proposed issuance, including the terms of financing; and

     (c) A statement as to why the transaction is in the public interest.

     (2) A commission order is not required for such a filing. The utility may request a written order affirming that the utility has complied with the requirements of RCW 80.08.040. The utility must submit the request for a commission order, along with the information required in subsection (1) of this section, at least fifteen business days before the requested effective date for the order. Requests for supplemental orders may be exempt from the fifteen business day requirement.

     (3) Filing a Registration Statement with the Securities and Exchange Commission using a shelf registration process does not constitute issuance of a security, and therefore a filing with the commission is not required under the provisions of RCW 80.08.040. A shelf registration filing is defined under the General Rules and Regulations promulgated under the Securities Act of 1933, Rule 415 - Delayed or Continuous Offering and Sale of Securities.

     (4) An authorized representative must sign and date the filing and include a certification or declaration that the information is true and correct under penalty of perjury as set forth in chapter 9A.72 RCW. The certificate or declaration must be in substantially the following form:

    

"I certify (or declare) under penalty of perjury under the laws of the State of Washington that the foregoing is true and correct."


     (5) Filings under this section may be submitted with portions designated confidential pursuant to WAC 480-07-160 (Confidential information).

     (6) Within sixty days after the issuance of any securities, except for dividend reinvestment and employee benefit plans, a utility must file with the commission a verified statement:

     (a) Outlining the final terms and conditions of the transaction; and

     (b) Setting forth actual proceeds from the issuance and the disposition of proceeds stating the final amount to be used for each purpose allowed by RCW 80.08.030.

[]


AMENDATORY SECTION(Amending Docket No. A-021178 and TO-030288, General Order No. R-518, filed 2/28/05, effective 3/31/05)

WAC 480-100-248   ((Securities and)) Transfers of property.   (((1) Before an electric utility issues stock, securities, or other evidence of indebtedness, the utility must comply with the requirements of chapters 80.08 RCW and 480-146 WAC.

     (2))) Before selling, leasing, or assigning any of its property or facilities which are necessary or useful in the performance of its duties to the public, or before acquiring property or facilities of another public utility, an electric utility must obtain from the commission an order authorizing such transaction in accordance with chapters 80.12 RCW (Transfers of property) and 480-143 WAC (Commission general -- Transfers of property).

[Statutory Authority: RCW 80.01.040, 80.04.160, 81.04.160 and 34.05.353. 05-06-051 (Docket No. A-021178 and TO-030288, General Order No. R-518), § 480-100-248, filed 2/28/05, effective 3/31/05.]


NEW SECTION
WAC 480-100-262   Securities report.   Each electric utility that has issued securities must file with the commission an annual securities transaction report. The report is due five months from the end of the utility's reporting period, whether a fiscal or calendar year. At a minimum, the report must contain:

     (1) A schedule of the securities issued during the reporting period including a detailed description of the final agreements;

     (2) A description of the use of proceeds stating the amounts used for each purpose allowed by RCW 80.08.030;

     (3) The level of expenses for each of the securities transactions for the reporting period;

     (4) A schedule of securities retired, refunded, repurchased, or otherwise removed from the utility's capitalization; and

     (5) A schedule of securities scheduled to mature in the fiscal or calendar year following the reporting period.

[]

PART ((5)) VI -- SAFETY AND STANDARDS RULES
NEW SECTION
WAC 480-100-282   Application for approval of lease of utility facilities.   Under the provisions of RCW 80.04.520, the applicant must certify that the requested approval of lease of utility facilities is necessary to exempt any owner of the facilities from being a public utility company under the Public Utility Holding Company Act of 1935.

[]


NEW SECTION
WAC 480-100-287   Form of lease application.   A filing for approval of lease of utility facilities must be submitted in the following form:


Before The Washington Utilities And Transportation Commission

In the Matter of the     Application of (insert name) for an Order

Approving the Lease of Utility Facilities.

 No. . . .
(Number to be inserted by Commission)
. . . . . . . .

     Application is hereby made to the Washington Utilities and Transportation Commission for an order authorizing the lease of utility facilities. The following general information and exhibits are furnished in support:


GENERAL INFORMATION

     1. Name of applicant.

     2. Address of principal office of applicant.

     3. Name and address of attorney or agent.

     4. State or states under which applicant is organized and form of organization.

     5. A general description of the property owned by applicant and the field of its operations.


EXHIBIT "A"

     A statement by applicant certifying that the requested approval is necessary or appropriate to exempt any owner of the facilities from being a public utility company under the federal Public Utility Holding Company Act of 1935.


EXHIBIT "B"

     Detailed unconsolidated balance sheet as of three months before the date the application is filed, and a pro forma balance sheet as of the same date showing the effect of the proposed lease. Indicate separately the amount of intangibles and the amount reflected in plant acquisition adjustment account if such items are included in the fixed capital or utility plant accounts of the balance sheet.


EXHIBIT "B-1"

     (A) Detailed income and profit-and-loss statement for the twelve months ended as of the date of the balance sheet submitted as Exhibit "B."

     (B) Reconcilement of the retained earnings account for the period covered by the income and profit-and-loss statement. Retained earnings should be segregated from other surplus accounts.


EXHIBIT "C"

     1. A description of the property to be leased.

     2. The historical or original cost of the property to be leased and the related accrued depreciation. (Estimated in both cases if actual amounts are not known.)

     3. The amount of contributions in aid of construction.

     4. Terms of the lease.


EXHIBIT "D"

     Economic and financial justification for entering into the proposed lease including a lease versus purchase analysis.


EXHIBIT "E"

     Show such other facts that may be pertinent to the application.


The undersigned applicant requests that the Washington Utilities and Transportation Commission enter an order granting this application.
Dated this day of

, 20 .
By

(Applicant/Title)

[]

OTS-7877.2


AMENDATORY SECTION(Amending Docket No. A-021178 and TO-030288, General Order No. R-518, filed 2/28/05, effective 3/31/05)

WAC 480-110-457   Filing information.   (1) Filing. The commission records center will accept any filing under WAC 480-110-525 (Issuing securities) delivered in person, by mail, telefacsimile, or electronic mail message. The commission records center will accept all other reports required in Part IV in person, by mail, or when procedures are in place, electronic mail message.

     (2) Commission may require additional information. The commission may require pertinent information in addition to that specified by statute or in this chapter.

     (3) Information by reference. When any information required to support a filing is on file with the commission, it is sufficient to make specific reference to the information indicating the proceeding, report, or other filing that contains the referenced information.

     (4) When information is unavailable. If any required information is unavailable at the time of the filing, the filing must include the reason why the information is not available and state when it will be available.

[Statutory Authority: RCW 80.01.040, 80.04.160, 81.04.160 and 34.05.353. 05-06-051 (Docket No. A-021178 and TO-030288, General Order No. R-518), § 480-110-457, filed 2/28/05, effective 3/31/05.]


NEW SECTION
WAC 480-110-525   Issuing securities.   (1) Before a water company issues stocks, stock certificates, other evidence of interest or ownership, bonds, notes, or other evidences of indebtedness, or assumes any obligation or liability as guarantor, it must file with the commission:

     (a) A description of the purposes for which the issuance will be made, including a certification by an officer authorized to do so, that the proceeds from any such financing is for one or more of the purposes allowed by RCW 80.08.030;

     (b) A description of the proposed issuance, including the terms of financing; and

     (c) A statement as to why the transaction is in the public interest.

     (2) A commission order is not required for such a filing. The company may request a written order affirming that the company has complied with the requirements of RCW 80.08.040. The company must submit the request for a commission order, along with the information required in subsection (1) of this section, at least fifteen business days before the requested effective date for the order. Requests for supplemental orders may be exempt from the fifteen business day requirement.

     (3) Filing a Registration Statement with the Securities and Exchange Commission using a shelf registration process does not constitute undertaking the issuance of a security, and therefore a filing with the commission is not required under the provisions of RCW 80.08.040. A shelf registration filing is defined under the General Rules and Regulations promulgated under the Securities Act of 1933, Rule 415 - Delayed or Continuous Offering and Sale of Securities.

     (4) An authorized representative must sign and date the filing and include a certification or declaration that the information is true and correct under penalty of perjury as set forth in chapter 9A.72 RCW. The certificate or declaration must be in substantially the following form:


"I certify (or declare) under penalty of perjury under the laws of the State of Washington that the foregoing is true and correct."
    
     (5) Filings under this section may be submitted with portions designated confidential pursuant to WAC 480-07-160 (Confidential information).

     (6) Within sixty days after the issuance of any securities, except for dividend reinvestment and employee benefit plans, a company must file with the commission a verified statement:

     (a) Outlining the final terms and conditions of the transaction; and

     (b) Setting forth actual proceeds from the issuance and the disposition of proceeds stating the final amount to be used for each purpose allowed by RCW 80.08.030.

[]


AMENDATORY SECTION(Amending Docket No. A-021178 and TO-030288, General Order No. R-518, filed 2/28/05, effective 3/31/05)

WAC 480-110-555   ((Securities and)) Transfers of property.   (((1) Before issuing stock, evidence of indebtedness, or any other securities, the company must comply with the requirements of chapters 80.08 RCW and 480-146 WAC.

     (2))) Before selling, leasing, or assigning any of its property or facilities which are necessary or useful in the performance of its duties to the public, or before acquiring property or facilities of another public utility, a water company must obtain from the commission an order authorizing such transaction in accordance with chapters 80.12 RCW (Transfers of property) and 480-143 WAC (Commission general -- Transfers of property).

[Statutory Authority: RCW 80.01.040, 80.04.160, 81.04.160 and 34.05.353. 05-06-051 (Docket No. A-021178 and TO-030288, General Order No. R-518), § 480-110-555, filed 2/28/05, effective 3/31/05.]


NEW SECTION
WAC 480-110-565   Securities report.   Each water company that has issued securities must file with the commission an annual securities transaction report. The report is due ninety days from the end of the company's reporting period, whether a fiscal or calendar year. At a minimum, the report must contain:

     (1) A schedule of the securities issued during the reporting period including a detailed description of the final agreements;

     (2) A description of the use of proceeds stating the amounts used for each purpose allowed by RCW 80.08.030;

     (3) The level of expenses for each of the securities transactions for the reporting period;

     (4) A schedule of securities retired, refunded, repurchased, or otherwise removed from the company's capitalization; and

     (5) A schedule of securities scheduled to mature in the fiscal or calendar year following the reporting period.

[]

OTS-7878.2


AMENDATORY SECTION(Amending Docket No. A-021178 and TO-030288, General Order No. R-518, filed 2/28/05, effective 3/31/05)

WAC 480-120-331   Filing information.   (1) Filing. The commission records center will accept any filing under WAC 480-120-365 (Issuing securities) delivered in person, by mail, telefacsimile, or electronic mail message. The commission records center will accept all other reports required in Part VIII in person, by mail, or when procedures are in place, electronic mail message.

     (2) Commission may require additional information. The commission may require pertinent information in addition to that specified by statute or in this chapter.

     (3) Information by reference. When any information required to support a filing is on file with the commission, it is sufficient to make specific reference to the information indicating the proceeding, report, or other filing that contains the referenced information.

     (4) When information is unavailable. If any required information is unavailable at the time of the filing, the filing must include the reason why the information is not available and state when it will be available.

[Statutory Authority: RCW 80.01.040, 80.04.160, 81.04.160 and 34.05.353. 05-06-051 (Docket No. A-021178 and TO-030288, General Order No. R-518), § 480-120-331, filed 2/28/05, effective 3/31/05.]


NEW SECTION
WAC 480-120-365   Issuing securities.   For the purpose of this section:

     "Securities" means stocks, stock certificates, other evidence of interest or ownership, bonds, notes, or other evidence of indebtedness, or any obligation or liability as guarantor.

     (1) Before a telecommunications company subject to the provisions of chapter 80.08 RCW issues a security, it must file with the commission:

     (a) A description of the purposes for which the issuance will be made, including a certification by an officer authorized to do so, that the proceeds from any such financing is for one or more of the purposes allowed by RCW 80.08.030;

     (b) A description of the proposed issuance, including the terms of financing; and

     (c) A statement as to why the transaction is in the public interest.

     (2) A commission order is not required for such a filing. The company may request a written order affirming that the company has complied with the requirements of RCW 80.08.040. The company must submit the request for a commission order, along with the information required in subsection (1) of this section, at least fifteen business days before the requested effective date for the order. Requests for supplemental orders may be exempt from the fifteen business day requirement.

     (3) Filing a Registration Statement with the Securities and Exchange Commission using a shelf registration process does not constitute issuance of a security, and therefore a filing with the commission is not required under the provisions of RCW 80.08.040. A shelf registration filing is defined under the General Rules and Regulations promulgated under the Securities Act of 1933, Rule 415 - Delayed or Continuous Offering and Sale of Securities.

     (4) An authorized representative must sign and date the filing and include a certification or declaration that the information is true and correct under penalty of perjury as set forth in chapter 9A.72 RCW. The certificate or declaration must be in substantially the following form:


"I certify (or declare) under penalty of perjury under the laws of the State of Washington that the foregoing is true and correct."

     (5) Filings under this section may be submitted with portions designated confidential pursuant to WAC 480-07-160 (Confidential information).

     (6) Within sixty days after the issuance of any securities, except for dividend reinvestment and employee benefit plans, a company must file with the commission a verified statement:

     (a) Outlining the final terms and conditions of the transaction; and

     (b) Setting forth actual proceeds from the issuance and the disposition of proceeds stating the final amount to be used for each purpose allowed by RCW 80.08.030.

[]


NEW SECTION
WAC 480-120-389   Securities report.   (1) Each telecommunications company subject to the provisions of chapter 80.08 RCW that has issued securities during the prior year, must file with the commission by April 1 of each year an annual securities transaction report for the period January 1 through December 31 of the preceding year. At a minimum, the report must contain:

     (a) A description of the final agreements;

     (b) A description of the use of proceeds stating the amounts used for each purpose allowed by RCW 80.08.030;

     (c) The level of expenses for each of the securities transactions;

     (d) Information to determine the individual and collective impact on capital structure; and

     (e) The pro forma cost of money for the securities transactions.

     (2) The company may provide by reference the information required in subsection (1)(a), (b), and (c) of this section if the information has previously been filed with the commission.

[]

OTS-8067.1


AMENDATORY SECTION(Amending Docket No. A-021178 and TO-030288, General Order No. R-518, filed 2/28/05, effective 3/31/05)

WAC 480-121-063   Regulatory requirements that may be waived for competitively classified telecommunications companies.   (1) The following regulatory requirements are waived for competitively classified companies:

     (a) RCW 80.04.300 (Budgets to be filed by companies -- Supplementary budgets);

     (b) RCW 80.04.310 (Commission's control over expenditures);

     (c) RCW 80.04.320 (Budget rules);

     (d) RCW 80.04.330 (Effect of unauthorized expenditure -- Emergencies);

     (e) RCW 80.04.360 (Earnings in excess of reasonable rate -- Consideration in fixing rates);

     (f) RCW 80.04.460 (Investigation of accidents);

     (g) RCW 80.04.520 (Approval of lease of utility facilities);

     (h) RCW 80.36.100 (Tariff schedules to be filed and open to public);

     (i) RCW 80.36.110 (Tariff changes -- Statutory notice -- Exception);

     (j) Chapter 80.08 RCW (Securities) (except RCW 80.08.140, State not obligated);

     (k) Chapter 80.12 RCW (Transfers of property);

     (l) Chapter 80.16 RCW (Affiliated interests);

     (m) WAC 480-80-101 Tariff requirements through WAC 480-80-143 Special contracts for gas, electric, and water companies;

     (n) Chapter 480-140 WAC (Commission general -- Budgets);

     (o) Chapter 480-143 WAC (Commission general -- Transfers of property);

     (p) ((Chapter 480-146 WAC (Commission general -- Securities, liens, refunding of notes, lease of utility facilities);

     (q))) WAC 480-120-102 (Service offered);

     (((r))) (q) WAC 480-120-339 (Streamlined filing requirements for Class B telecommunications company rate increases);

     (((s))) (r) WAC 480-120-311 (Access charge and universal service reporting);

     (((t))) (s) WAC 480-120-344 (Expenditures for political or legislative activities);

     (((u))) (t) WAC 480-120-352 (Washington Exchange Carrier Association (WECA));

     (((v))) (u) WAC 480-120-369 (Transferring cash or assuming obligation);

     (((w))) (v) WAC 480-120-375 (Affiliated interests -- Contracts or arrangements); ((and

     (x))) (w) WAC 480-120-395 (Affiliated interest and subsidiary transactions report);

     (x) WAC 480-120-389 (Securities report); and

     (y) WAC 480-120-395 (Affiliated interest and subsidiary transactions report).

     This rule supersedes all waivers of regulatory requirements for competitively classified companies granted by the commission at the time of a company's competitive classification. However, subsequent to the adoption of this rule, the commission may revoke the waiver of any regulatory requirement set forth in (a) through (((x))) (y) of this subsection or may waive any regulatory requirement not included in (a) through (((x))) (y) of this subsection.

     (2) The commission may by order revoke waivers of regulatory requirements if it determines that revocation is necessary to protect the public interest.

     (3) In addition, the commission may waive regulatory requirements for telecommunications companies that it has classified as competitive if it determines that competition with the regulatory waiver will serve the same purposes as public interest regulation.

[Statutory Authority: RCW 80.01.040, 80.04.160, 81.04.160 and 34.05.353. 05-06-051 (Docket No. A-021178 and TO-030288, General Order No. R-518), § 480-121-063, filed 2/28/05, effective 3/31/05; 03-22-046 (Docket No. A-030832, General Order No. R-509), § 480-121-063, filed 10/29/03, effective 11/29/03. Statutory Authority: RCW 80.01.040 and 80.04.160. 02-11-080 (General Order No. R-499, Docket No. UT-991922), § 480-121-063, filed 5/14/02, effective 6/17/02; 01-09-002 (Docket No. U-991301, General Order No. R-481), § 480-121-063, filed 4/4/01, effective 5/5/01.]

OTS-7879.1


REPEALER

     The following sections of the Washington Administrative Code are repealed:
WAC 480-146-240 Application of rules.
WAC 480-146-250 Filing.
WAC 480-146-260 Commission may require additional information.
WAC 480-146-270 Applicant may include information by reference.
WAC 480-146-280 Applicant duty when information is unavailable.
WAC 480-146-290 Securities statements and applications.
WAC 480-146-300 Filing requirements for securities statements and applications.
WAC 480-146-310 Commission may set securities application or statement for public hearing.
WAC 480-146-320 Minimum time required for commission order.
WAC 480-146-330 Supplemental securities filings may be exempt from time limitations.
WAC 480-146-340 Reporting of securities transactions.
WAC 480-146-370 Application for approval of lease of utility facilities.
WAC 480-146-380 Form of lease application.

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