SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
*********************************************
In the Matter of
Alliant Energy Corporation, et al. CERTIFICATE
PURSUANT TO
File No. 70-9891 RULE 24
(Public Utility Holding Company Act
of 1935)
*********************************************
This Certificate of Notification (the "Certificate") is filed by Alliant
Energy Corporation ("Alliant Energy"), a registered holding company under the
Public Utility Holding Company Act of 1935, as amended (the "Act"), and its
wholly-owned subsidiary, Alliant Energy Resources, Inc. ("Resources"), in
connection with the transactions proposed in the Form U-1
Application-Declaration (the "Application-Declaration"), as amended, of Alliant
Energy and Resources (collectively, the "Applicants") in File No. 70-9891. These
transactions were authorized by order of the Securities and Exchange Commission
(the "Commission") dated October 3, 2001 (the "Order"), as amended.
This Certificate is for the period covering July 1, 2004 - September 30,
2004 (hereinafter referred to as the "period").
The Applicants hereby certify the matters set forth below pursuant to Rule
24 of the rules under the Act:
1. A computation in accordance with rule 53(a) setting forth Alliant Energy's
"aggregate investment" in all EWGs and FUCOs, its "consolidated retained
earnings" and a calculation of the amount remaining under the Requested
EWG/FUCO Investment Authority.
ANSWER:
See attached Exhibit A
2. A chart showing Alliant Energy's aggregate investment in each EWG or FUCO
compared to the Requested EWG/FUCO Investment Authority. The chart should
also identify any new EWG or FUCO, compared to the Requested EWG/FUCO
Investment Authority, in which Alliant Energy has invested or committed to
invest during the preceding quarter.
ANSWER:
See attached Exhibit A
-1-
3. The consolidated capitalization ratio of Alliant Energy, with consolidated
debt to include all short-term debt and all other system debt, both
recourse and nonrecourse, including debt of EWGs and FUCOs.
ANSWER:
See attached Exhibit B
4. The market-to-book ratio of Alliant Energy's common stock.
ANSWER:
See attached Exhibit C
5. Analysis of the growth in consolidated retained earnings that segregates
total earnings growth of EWGs and FUCOs from that attributable to other
subsidiaries of Alliant Energy.
ANSWER:
See attached Exhibit D
6. A statement of revenues and net income for each EWG and FUCO for the twelve
months ending as of the end of that quarter.
ANSWER:
See attached Exhibit E
7. The sales of any common stock or preferred securities by Alliant Energy and
the purchase price per share and the market price per share at the date of
the agreement of sale.
ANSWER:
There were 2,085,185 shares of common stock issued under a continuous
equity offering program at the average price of $25.7567.
-2-
8. The total number of shares of Alliant Energy common stock issued or
issuable under options granted during the quarter under employment benefit
plans and dividend reinvestment plans including any employee benefit plans
or dividend reinvestment plans later adopted.
ANSWER:
See attached Exhibit F
9. If a guaranty is issued during the quarter, the name of the guarantor, the
name of the beneficiary of the guaranty and the amount, terms and purpose
of the guaranty.
ANSWER:
See attached Exhibits G
10. The amount and terms of any Alliant Energy indebtedness issued during the
quarter.
ANSWER:
None
11. The amount and terms of any financings consummated by any Nonutility
Subsidiary that is not exempt under rule 52.
ANSWER:
None
12. The notional amount and principal terms of any Interest Rate Hedges or
Anticipatory Hedges entered into during the quarter and the identity of the
other parties to the transaction.
ANSWER:
None
13. The name, parent company and amount invested in any intermediate subsidiary
or financing, subsidiary during the quarter and the amount and terms of any
securities issued by those subsidiaries during the quarter.
-3-
ANSWER:
See attached Exhibit H
14. A list of U-6B-2 forms filed with the Commission during the quarter,
including the name of filing entity and the date of the filing.
ANSWER:
Alliant Energy Corporate Services, Inc. filed a U-6B-2 on August 9, 2004.
Wisconsin Power and Light Company, Inc. filed a U-6B-2 on August 9, 2004.
15. Consolidated balance sheets as of the end of the quarter and separate
balance sheets as of the end of the quarter for each company, including
Alliant Energy, that has engaged in jurisdictional financing transactions
during the quarter.
ANSWER:
Incorporated by reference to Alliant Energy's Form 10-Q for the quarter
ended September 30, 2004.
16. A table showing, as of the end of the quarter, the dollar and percentage
components of the capital structure of Alliant Energy on a consolidated
basis and of each Utility Subsidiary.
ANSWER:
See attached Exhibit I
17. A retained earnings analysis of Alliant Energy on a consolidated basis and
of each Utility Subsidiary detailing gross earnings, goodwill amortization,
dividends paid out of each capital account and the resulting capital
account balances at the end of the quarter.
ANSWER:
See attached Exhibit J
18. Registration statements filed under the Securities Act of 1933 with respect
to securities that are subject of this Application will be filed or
incorporated by reference as exhibits to the next certificate filed under
rule 24.
-4-
ANSWER:
None
S I G N A T U R E
Pursuant to the requirements of the Public Utility Holding Company Act of
1935, as amended, the undersigned companies have duly caused this Certificate to
be signed on their behalf by the undersigned thereunto duly authorized.
ALLIANT ENERGY CORPORATION
By: /s/ Thomas L Hanson
---------------------------------------------
Name: Thomas L. Hanson
Title: Vice President and Treasurer
November 23, 2004
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Alliant Energy Corporation
Certificate Pursuant to Rule 24
Exhibit A
Report Period: July 1, 2004 - September 30, 2004
Item 1: A computation in accordance with rule 53(a) setting forth Alliant
Energy's "aggregate investment" in all EWGs and FUCOs, its "consolidated
retained earnings" and a calculation of the amount remaining under the
Requested EWG/FUCO Investment Authority.
Item 2: A chart showing Alliant Energy's aggregate investment in each EWG or
FUCO compared to the Requested EWG/FUCO Investment Authority. The chart
should also identify any new EWG or FUCO, compared to the Requested
EWG/FUCO Investment Authority, in which Alliant Energy has invested or
committed to invest during the preceding quarter.
September 30, 2004
Aggregate
Investments Commitments Investment
------------------------------------------------------
(dollars in millions)
Alliant Energy Operaciones de Mexico, S. de R.L. de C.V. $ - $ - $ -
Alliant Energy Servicios de Mexico, S. de R.L. de C.V. - - -
Anhui New Energy Heat & Power Co. Ltd. 12.3 - 12.3
Catleo Energia S.A. - - -
Companhia de Electricidade de Nova Friburgo S.A. - - -
Companhia Energetica da Borborema S.A. - - -
Companhia Forca e Luz Cataguazes-Leopoldina S.A. 1.0 - 1.0
Empresa Energetica de Sergipe S.A. 0.2 - 0.2
Hebei Wuan Peak Heat and Power Co. Ltd. 7.7 - 7.7
Henan Anfeng Electric Power Co. Ltd. 9.0 - 9.0
Henan Yongfeng Electric Power Co. Ltd. 11.0 - 11.0
Infratil Ltd. 15.0 - 15.0
Jiaxing JIES Heat & Power Co. Ltd. 13.4 - 13.4
LDM Utility Co., S.A. de C.V. 40.5 - 40.5
Shijiazhuang Chengfeng Cogeneration Co. Ltd. 15.3 - 15.3
Sociedade Anonima de Eletrificacao da Paraiba S.A. 90.2 - 90.2
Tai An Hua Feng Peak Heat and Power Co. Ltd. 6.3 - 6.3
Tai An Xin Wen Peak Heat and Power Co. Ltd. - - -
Tangshan Peak Heat & Power Co. Ltd. 48.5 - 48.5
Tongxiang TIES Power & Heat Co. Ltd. 10.4 - 10.4
TrustPower Ltd. 44.1 - 44.1
Usina Termeletrica de Juiz De Fora S.A. 13.9 - 13.9
Zouping Peak CHP Co. Ltd. 15.9 - 15.9
------------------------------------------------------
Aggregate Investments in Foreign Utility Companies (FUCOs) 354.7 - 354.7
------------------------------------------------------
Alliant Energy Neenah, LLC 56.0 - 56.0
Costs and commitments related to a 300 Mw, natural gas fired, generating )
facility in Sheboygan Falls, WI (Sheboygan Power, LLC) (new) 86.6 48.1 134.7
Guarantee of the debt security of a 6 Mw low Btu gas electric generating
facility in Cedar Rapids, Iowa - 4.2 4.2
------------------------------------------------------
Aggregate Investments in Electric Wholesale Generators (EWGs) 142.6 52.3 194.9
------------------------------------------------------
Total Aggregate Investments in EWGs and FUCOs 497.3 52.3 549.6
======================================================
Balance at Average
end of quarter balance
------------------------------------------------------
Alliant Energy's consolidated retained earnings at December 31, 2003 840.4
Alliant Energy's consolidated retained earnings at March 31, 2004 846.8
Alliant Energy's consolidated retained earnings at June 30, 2004 805.9
Alliant Energy's consolidated retained earnings at September 30, 2004 859.5
------------------------------------------------------
Alliant Energy's "consolidated retained earnings" at September 30, 2004 838.2
(average of ending balance of four previous quarters)
----------------
Amount remaining under the Requested EWG/FUCO Investment Authority. $ 288.6
================
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Alliant Energy Corporation
Certificate Pursuant to Rule 24
Exhibit B
Report Period: July 1, 2004 - September 30, 2004
Item 3: The consolidated capitalization ratio of Alliant Energy, with
consolidated debt to include all short-term debt and all other system debt,
both recourse and nonrecourse, including debt of EWGs and FUCOs.
Alliant Energy Corporation Consolidated Statement of Capitalization
September 30, 2004
(amounts in thousands of dollars)
Amounts Percentage
-------------------------------
Common equity $ 2,517,488 48.60%
Cumulative preferred stock 243,803 4.70%
Consolidated debt (1) 2,419,010 46.70%
-------------------------------
$ 5,180,301 100.00%
===============================
(1)
Long-term debt, net (excluding current portion) $ 2,237,628
Current maturities and sinking funds 97,960
Variable rate demand bonds 39,100
Commercial paper 21,000
Other short-term borrowings 23,322
-----------------
$ 2,419,010
=================
-7-
Alliant Energy Corporation
Certificate Pursuant to Rule 24
Exhibit C
Report Period: July 1, 2004 - September 30, 2004
Item 4: The market-to-book ratio of Alliant Energy's common stock.
Market value per share at September 30, 2004 $ 24.88
Common equity at September 30, 2004 (in thousands) $ 2,517,488
Total shares outstanding at September 30, 2004 115,515,983
Book value per share at September 30, 2004 $ 21.79
Market-to-book ratio of Alliant Energy's common stock 114.16%
=====================
-8-
Certificate Pursuant to Rule 24
Exhibit D
Report Period: July 1, 2004 - September 30, 2004
Item 5: Analysis of the growth in consolidated retained earnings that segregates
total earnings growth of EWGs and FUCOs from that attributable to other
subsidiaries of Alliant Energy.
Alliant Energy Corporation
Statement of Retained Earnings
For the Three Months Ended September 30, 2004
(amounts in thousands of dollars)
Beginning balance (June 30, 2004) $ 805,938
Net income/(loss):
From EWGs and FUCOs (*) 4,556
Other 77,236
------------
Total net income/(loss) 81,792
Common stock dividends (28,242)
-------------
Ending balance (September 30, 2004) $ 859,488
=============
(*) Amount does not include the allocation of interest, tax or corporate
expenses.
-9-
Alliant Energy Corporation
Certificate Pursuant to Rule 24
Exhibit E
Report Period: July 1, 2004 - September 30, 2004
Item 6: A statement of revenues and net income for each EWG and FUCO for the
twelve months ending as of the end of that quarter.
For the twelve months ended September 30, 2004
--------------------------------------------------
Revenues Net Income/(Loss)
----------------- ----------------------
Alliant Energy Neenah, LLC $ 15,160,040 $ 5,515,764
Alliant Energy Operaciones de Mexico, S. de R.L. de C.V. $ 955,548 $ (183,987)
Alliant Energy Servicios de Mexico, S. de R.L. de C.V. $ - $ -
Anhui New Energy Heat & Power Co. Ltd. $ 24,467,920 $ 1,870,906
Catleo Energia S.A. $ 11,055,720 $ 6,766,295
Companhia de Electricidade de Nova Friburgo S.A. $ 27,480,744 $ 1,523,578
Companhia Energetica da Borborema S.A. $ 33,135,989 $ 1,584,253
Companhia Forca e Luz Cataguazes-Leopoldina S.A. $ 100,583,365 $ (3,983,623)
Empresa Energetica de Sergipe S.A. $ 143,891,216 $ 10,345,961
Hebei Wuan Peak Heat and Power Co. Ltd. $ 6,266,184 $ (676,146)
Henan Anfeng Electric Power Co. Ltd. $ 10,164,661 $ 391,846
Henan Yongfeng Electric Power Co. Ltd. $ 9,847,110 $ 88,232
Infratil Ltd. (*) $ 92,590,487 $ 13,776,229
Jiaxing JIES Heat & Power Co. Ltd. $ 22,904,232 $ 1,446,702
LDM Utility Co., S.A. de C.V. (**) $ 4,174 $ (2,260,376)
Shijiazhuang Chengfeng Cogeneration Co. Ltd. $ 8,807,901 $ 829,974
Sheboygan Power, LLC. $ - $ -
Sociedade Anonima de Eletrificacao da Paraiba S.A. $ 176,326,352 $ 11,048,179
Tai An Hua Feng Peak Heat and Power Co. Ltd. $ 8,857,991 $ 2,534,805
Tai An Xin Wen Peak Heat and Power Co. Ltd. $ 9,978,335 $ 1,913,322
Tangshan Peak Heat and Power Co. Ltd. $ 26,990,874 $ 4,901,334
Tongxiang TIES Power & Heat Co. Ltd. $ 11,449,047 $ 625,815
TrustPower Ltd. (*) $ 351,907,383 $ 39,890,048
Usina Termeletrica de Juiz De Fora S.A. $ 36,801,257 $ 5,703,779
Zouping Peak CHP Co. Ltd. $ 17,440,581 $ 59,759
(*) The most recently available information for Alliant Energy's FUCOs in New
Zealand is the twelve months ended March 31, 2004.
(**) The most recently available information for LDM Utility Co., S.A. de C.V.
is the twelve months ended December 31, 2003.
-10-
Alliant Energy Corporation
Certificate Pursuant to Rule 24
Exhibit F
Report Period: July 1, 2004 - September 30, 2004
Item 8: The total number of shares of Alliant Energy common stock issued or
issuable under options granted during the quarter under employment benefit
plans and dividend reinvestment plans including any employee benefit plans
or dividend reinvestment plans later adopted.
Original Issue
Shareowner Long-term Equity
Date Direct Plan 401K Incentive Plan
-----------------------------------------------------------------------
7/15/2004 14,675 - -
7/28/2004 - - 27,173
7/30/2004 - - 2,090
8/10/2004 - 27,259 -
8/16/2004 116,886 50,506 -
9/15/2004 14,665 - -
-----------------------------------------------------------------------
TOTALS 146,226 77,765 29,263
Grand Total: 253,254
-11-
Alliant Energy Corporation
Certificate Pursuant to Rule 24
Exhibit G
Report Period: Quarter Ending September 30, 2004
Item 9: If a guaranty is issued during the quarter, the name of the guarantor,
the name of the beneficiary of the guaranty and the amount, terms and
purpose of the guaranty.
Date Of
Issue/
Amend- Date of Amount
Guarantor On Behalf Of Purpose Name of Guaranteed Party ment Expiration Guaranteed
------------------------------------------------------------------------------------------------------------------------------------
Resources NG Energy Purchase/ Sale of Natural Cinergy Marketing & Trading, LP 7/01/2004 6/30/2005 $ 5,000,000
Trading, LLC Gas; Derivatives
Resources NG Energy Purchase/ Sale of Natural BP Canada Energy 7/09/2004 1/31/2005 $10,000,000
Trading, LLC Gas Marketing Corp.
Resources NG Energy Gas Transportation Northern Natural Gas Company 7/26/2004 12/31/2004 $ 1,000,000
Trading, LLC
Resources NG Energy Purchase/ Sale of Natural Entergy-Koch Trading, LP 7/26/2004 12/31/2004 $ 7,500,000
Trading, LLC Gas; Derivatives
Resources Industrial Energy Purchase/ Sale of Natural BP Canada Energy 9/21/2004 9/30/2005 $ 150,000
Applications, Inc. Gas Marketing Corp.
Alliant Energy AECS** Transmission The PJM Interconnection, LLC 7/22/2004 8/30/2005 $ 7,000,000
Alliant Energy Montello Senior L/C Reimbursement Wachovia Bank, N.A. as issuer of 9/02/2004 3/28/2005 $ 57,500
Housing Limited Agreement letter of credit in favor of
Partnership Wisconsin Housing and Economic
Development Authority
** Alliant Energy Corporate Services, Inc.
Name of Amount
Guarantor On Behalf Of Purpose Guaranteed Party Period Guaranteed
-----------------------------------------------------------------------------------------------------------------------------------
Bonds:
Alliant Energy WP&L/AECS Worker's Comp.Bond State of Wisconsin 7/01/04-7/01/05 $ 500,000
Alliant Energy Cogenex Performance/ United States Govt. 7/17/04-4/01/05 $ 9,359,579
Payment Bond
Alliant Energy Cogenex Performance/ Albert Einstein 7/28/04-6/02/05 $ 2,969,104
Payment Bond Healthcare Center
Alliant Energy Cogenex Performance/ USA GSA Michigan 7/23/04-7/23/05 $ 3,991,824
Payment Bond
Alliant Energy Cogenex Performance/ County of Suffolk 8/12/04-8/12/05 $ 2,251,190
Payment Bond
Alliant Energy Alliant Energy Contractor's Bond State of New Mexico 9/08/04-9/08/05 $ 5,000
EPC, LLC
Alliant Energy Cogenex Performance/ New York State 9/01/04-9/01/05 $ 3,480,883
Payment Bond DOC Bedford
-12-
Alliant Energy Corporation
Certificate Pursuant to Rule 24
Exhibit H
Report Period: July 1, 2004 - September 30, 2004
Item 13: The name, parent company and amount invested in any intermediate
subsidiary or financing subsidiary during the quarter and the amount and
terms of any securities issued by those subsidiaries during the quarter.
Alliant Energy Corporation formed the following intermediate subsidiaries during
the period from July 1, 2004 through September 30, 2004. The intermediate
subsidiary is designated with an asterisk while its parent company is designated
as such. The amounts in parenthesis represent the amount of investment in that
intermediate subsidiary.
Alliant Energy Resources, Inc. (Parent)
Alliant Energy International, Inc.
Sea Lagoon Developments, S. de R.L. de C.V.* - ($0)
Alliant Energy Corporation did not form any financing subsidiaries during the
period from July 1, 2004 through September 30, 2004.
Alliant Energy and its subsidiaries are authorized by the Securities and
Exchange Commission to invest up to $800 million in additional "energy assets"
through December 31, 2004. Given the initial public offering of Whiting
Petroleum Corporation ("WPC") completed in the fourth quarter of 2003, Alliant
Energy now includes approximately $23 million of its previous $397 million of
investment in "energy assets" which is equivalent to Alliant Energy's 5.1%
remaining ownership interest in WPC and $4 million of other investments in
"energy assets" by various other Alliant Energy subsidiaries. Alliant Energy did
not have any changes in its investments in "energy assets" during the third
quarter of 2004.
-13-
Alliant Energy Corporation
Certificate Pursuant to Rule 24
Exhibit I
Report Period: July 1, 2004 - September 30, 2004
Item 16: A table showing, as of the end of the quarter, the dollar and
percentage components of the capital structure of Alliant Energy on a
consolidated basis and of each Utility Subsidiary.
Consolidated Statements of Capitalization Interstate Power and Wisconsin Power and
September 30, 2004 Alliant Energy Corporation Light Company Light Company
(amounts in thousands of dollars)
Amounts Percentage Amounts Percentage Amounts Percentage
----------------------------- -------------------------- -------------------------
Common equity $ 2,517,488 48.60% $ 1,138,389 49.37% $ 1,029,785 65.14%
Cumulative preferred stock 243,803 4.70% 183,840 7.97% 59,963 3.79%
Consolidated debt (1) 2,419,010 46.70% 983,903 42.66% 491,314 31.07%
--------------------------- ---------------------------- -------------------------
$ 5,180,301 100.00% $ 2,306,132 100.00% $ 1,581,062 100.00%
=========================== =========================== =========================
(1)
Long-term debt, net (excluding current portion) $ 2,237,628 $ 962,903 $ 364,214
Current maturities and sinking funds 97,960 - -
Variable rate demand bonds 39,100 - 88,000
Commercial paper 21,000 21,000 39,100
Other short-term borrowings 23,322 - -
---------------- --------------- ---------------
$ 2,419,010 $ 983,903 $ 491,314
================ =============== ===============
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Alliant Energy Corporation
Certificate Pursuant to Rule 24
Exhibit J
Report Period: July 1, 2004 - September 30, 2004
Item 17: A retained earnings analysis of Alliant Energy on a consolidated basis
and of each Utility Subsidiary detailing gross earnings, goodwill
amortization, dividends paid out of each capital account and the resulting
capital account balances at the end of the quarter.
Statement of Retained Earnings
For the Three Months Ended September 30, 2004
(amounts in thousands of dollars)
Alliant Energy
Interstate Power Wisconsin Power Corporation
and Light Company and Light Company Consolidated
Beginning balance (June 30, 2004) $ 342,896 $ 447,637 $ 805,938
Gross earnings (1) 58,394 32,737 81,792
Goodwill amortization (2) - - -
Common stock dividends (25,514) (22,235) (28,242)
---------------------------------------------------------------
Ending balance (September 30, 2004) $ 375,776 $ 458,139 $ 859,488
===============================================================
(1) Gross earnings is defined as net income excluding goodwill amortization.
(2) Pursuant to the adoption of FAS142 on January 1, 2002, Alliant Energy
Corporation and its consolidated subsidiaries ceased the amortization of
goodwill.