

[Federal Register: September 21, 2005 (Volume 70, Number 182)]
[Notices]               
[Page 55431-55432]
From the Federal Register Online via GPO Access [wais.access.gpo.gov]
[DOCID:fr21se05-128]                         

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 35-28029]

 
Filings Under the Public Utility Holding Company Act of 1935, as 
Amended (``Act'')

September 14, 2005.
    Notice is hereby given that the following filing(s) has/have been 
made with the Commission pursuant to provisions of the Act and rules 
promulgated under the Act. All interested persons are referred to the 
application(s) and/or declaration(s) for complete statements of the 
proposed transaction(s) summarized below. The application(s) and/or 
declaration(s) and any amendment(s) is/are available for public 
inspection through the Commission's Branch of Public Reference.
    Interested persons wishing to comment or request a hearing on the 
application(s) and/or declaration(s) should submit their views in 
writing by October 6, 2005, to the Secretary, Securities and Exchange 
Commission, Washington, DC 20549-0609, and serve a copy on the relevant 
applicant(s) and/or declarant(s) at the address(es) specified below. 
Proof of service (by affidavit or, in the case of an attorney at law, 
by certificate) should be filed with the request. Any request for 
hearing should identify specifically the issues of facts or law that 
are disputed. A person who so requests will be notified of any hearing, 
if ordered, and will receive a copy of any notice or order issued in 
the matter. After October 6, 2005, the application(s) and/or 
declaration(s), as filed or as amended, may be granted and/or permitted 
to become effective.

Black Hills Corporation, et al. (70-10237)

    Black Hills Corporation (``Black Hills''), a registered public-
utility holding company, Black Hills Power, Inc. (``Black Hills 
Power''), an electric-utility subsidiary of Black Hills, both located 
at 625 Ninth Street, Rapid City, SD 57701, and Cheyenne Light, Fuel and 
Power Company, also an electric-utility subsidiary of Black Hills, 
located at 108 West 18th, Cheyenne, WY 82001, Black Hills Energy, Inc. 
(``Black Hills Energy''), a nonutility subsidiary of Black Hills, and 
all of Black Hills other subsidiaries (collectively, ``Subsidiaries''), 
located at 625 Ninth Street, Rapid City, SD 57701 (collectively, 
``Applicants''), have filed with the Commission a post-effective 
amendment to their previously filed application-declaration 
(``Application'') under sections 6(a), 7, 9(a), 10, 11, 12(b) and (c), 
13(b), 32, 33 and 34 of the Act and rules 42, 43, 45, 52, 53, 54, 58 
and 88 through 92.
    Black Hills requests certain extensions of time.

I. Background

    Black Hills is an integrated public-utility holding company.\1\ On 
December 28, 2004, the Commission authorized Black Hills and its 
Subsidiaries to engage in various financing and other transactions 
(``Financing Order'').\2\ In connection with the Financing Order, Black 
Hills committed to establish a limited liability subsidiary, Black 
Hills Service Company, LLC (``Black Hills Service''), to provide 
centralized services (such as accounting, financial, human resources, 
information technology and legal services) to the companies in the 
Black Hills system \3\ and to submit certain filings to the Commission 
and to implement certain processes and methodologies by December 28, 
2005.\4\
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    \1\ Black Hills is engaged in two lines of business: (1) The 
generation, transmission, distribution and sale of electricity to 
retail and wholesale customers; and (2) through Black Hills Energy 
and its subsidiaries, the development, ownership and operation of 
exempt wholesale generators, as defined in section 32 of the Act, 
qualifying facilities as defined in the Public Utility Regulatory 
Policies Act of 1978, as amended, and the production, transportation 
and marketing of natural gas, oil, coal and other energy 
commodities, power marketing and other energy-related activities. 
Applicants previously engaged in certain exempt telecommunications 
activities and these businesses have recently been sold.
    \2\ Black Hills Corporation, et al., Holding Company Act Release 
No. 27931. Black Hills registered as a public-utility holding 
company under the Act earlier this year, in 2005. By the Financing 
Order, Black Hills, then a public-utility holding company exempt 
from registration under section 3(a)(1) of the Act by rule 2, Black 
Hills Power, its subsidiary electric-utility company, and all other 
direct and indirect subsidiaries, were authorized to engage in 
financing and investment activities, intrasystem services and other 
related activities and transactions, through December 31, 2007, 
following Black Hills' registration as a public-utility holding 
company. A recent, related notice was issued on July 26, 2005, 
addressing certain administrative money pool matters. See Black 
Hills Corporation, et al., Holding Co. Act Release No. 28003. No 
hearing has been requested.
    \3\ Black Hills states that it explained, in its application for 
the Financing Order, that the Black Hills system companies will 
engage in a variety of affiliate transactions for goods, services 
and construction, in accordance with rules 87, 88, 90 and 91, unless 
otherwise authorized by Commission order or rule. Black Hills states 
it also committed to file accounting and cost allocation procedures 
with the Commission by October 1, 2005; to form Black Hills Service 
within sixty days of issuance of the Financing Order, but sought 
authority to delay (for not longer than twelve months) the full 
implementation of Black Hills Service and the required accounting 
systems and cost allocation methodologies; and finally, to complete 
conversion of non-exempt market-based rate affiliate transactions to 
cost-based transactions (not later than twelve months following 
issuance of the Financing Order). In the Financing Order, the 
Commission acknowledged Black Hills' plans for these procedures, 
Black Hills Service and the affiliate arrangements.
    \4\ Black Hills states that it established Black Hills Service 
and has taken significant steps to implement it. Black Hills states 
further that, in this implementation, it has already expended 
significant resources in extensive planning and organizational 
initiatives to identify employees and functions to be transferred to 
Black Hills Service, defining extensive new organizational, 
management and personnel structures to be put in place at Black 
Hills Service and associate companies and formulating required 
changes to human resources systems and pension and benefit plans.
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    The Act was repealed on August 8, 2005, and the Public Utility 
Holding Company Act of 2005 (``PUHCA 2005'') was enacted on that date 
by the Energy Policy Act of 2005 (``Energy Policy Act 2005''). The 
repeal of the Act ends the Commission's authority over Black Hills and 
the Black Hills system under this statute as of February 8, 2006 and 
subjects Black Hills and the Black Hills system to new, but in certain 
respects similar, regulation by the Federal Energy Regulatory 
Commission (``FERC'') under PUHCA 2005.
    FERC is required to issue certain PUHCA 2005 regulations by 
December 8, 2005. Black Hills states that the new FERC regulations may 
affect some of the processes and methodologies relating to allocation 
of costs, among other things, that were addressed in the Financing 
Order.

[[Page 55432]]

II. Requested Authority

    Black Hills, therefore, requests the Commission to permit it:
    1. To extend Black Hills' time for certain filings with the 
Commission, from October 1, 2005, through February 8, 2006, the 
effective date of the Act's repeal (describing accounting systems and 
cost allocation methodologies);
    2. To extend the time for Black Hills' full implementation of Black 
Hills Service, from December 28, 2005, through February 8, 2006, the 
effective date of the Act's repeal (accounting systems and cost 
allocation methodologies); and
    3. To extend the time for Black Hills' conversions of non-exempt 
market-based rate affiliate transactions to cost-based transactions 
from December 28, 2005, through February 8, 2006, the effective date of 
the Act's repeal.

    For the Commission, by the Division of Investment Management, 
pursuant to delegated authority.
Jonathan G. Katz,
Secretary.
[FR Doc. 05-18817 Filed 9-20-05; 8:45 am]

BILLING CODE 8010-01-P
