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RULES AND REGULATIONS

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application-declaration proposed to be controverted, or may request that he be notified if the Coiqmission should order a hearing thereon. Any such request should be addressed: Secretary, Securi ties and Exchange Commission, 425 Sec ond Street NW., Washington 25, D. C.
At any time after January 9, 1950, said joint application-declaration, as filed or as amended, may be granted and per mitted to become effective as provided in Rule U-23 of the rules and regulations promulgated under the act, or the Com mission may exempt such transactions as provided in Rules U-20 a and U-100
thereof.
All interested persons are referred to said joint application-declaration which is on file in the office of this Commission for a statement of the transaction therein proposed, which is summarized as follows:
Due to the large amount of capital expenditures to be made by Allentown, including expenditures required in con nection with Allentowns utilization of natural gas, it is proposed that the ma turity date of Allentowns 4% promissory notes in the principal amount of $600,000
payable to UGI be extended from Janu ary 31, 1950, to January 31, 1951. Allen town has indicated that prior to January 31, 1951, its promissory notes payable to UGI together with its openaccount indebtedness payable to UGI
will be refinanced through the medium of long-term securities.
By the Commission.
SEAL

ORVAL

L. DuBoiS,
Secretary.
F. R. Doc. 60-33; Filed, Jan. 4, 1950;
8:48 a. m.

File Nos. 70-2283, 31-568
N ew E ngland G as and E lectric A ssn .
NOTICE OF FILIN G AND ORDER FOR HEARING
AND FOR CONSOLIDATION

At a regular session of the Securities and Exchange Commission, held at its office in the city of Washington, D. C., on the 28th day of December 1949.
Notice is hereby given that New Eng land Gas and Electric Association Negea , a registered holding company has filed with this Commission two ap plications pursuant to the provisions of the Public Utility Holding Company Act of 1935, partibularly sections 2 a 8, 9
a and 10 thereof.
All interested persons are referred to said applications which are on file in the office of this Commission for a statement of the transactions therein proposed, which are summarized as follows:
Negea proposes to acquire up to 125,000 shares, par value $1 per share, of the capital stock of Algonquin Gas Trans mission Company Algonquin , a com pany recently organized for the purpose of building or participating in the build ing of a pipeline for the transmission of natural gas from points in New York, New Jersey or Connecticut for the sup ply of natural gas in New England to gas companies in the Negea system, sub sidiaries of Eastern Gas and Fuel Asso-

ciates. The Providence Gas Company, examination of the said applications and and various other gas companies in New that, on the basis thereof, the following matters and questions are presented for England desiring such service.
Negea will pay to Algonquin $1.00 per consideration without prejudice, how share for the shares acquired. Algon ever, to the presentation of additional quin proposes to issue and sell at this matters and questions upon further time 250,000 shares of capital stock and examination :
1 Whether the proposed acquisition to utilize the funds received from the sale of these shares for the purpose of by Negea of the common stock of Algon defraying the cost of investigations and quin meets the requirements of the ap of engineering and legal services to be plicable provisions of the act, particularly incurred in connection with the initial section 10 thereof.
2 Whether the consideration to be development and planning of the pipe line system and the obtaining of fran given by Negea in connection with the chises necessary to its future operations. proposed acquisition of the common stock It is stated that in the development of of Algonquin is fair and reasonable.
3 Whether the acquisition by Negea Algonquin to the point where it will be able to engage in the operation of trans of the common stock of Algonquin will mitting natural gas in interstate com unduly complicate the capital structure merce it will sell large amounts of of the holding company system of Negea additional stock to the public, resulting or will be detrimental to the public inter in the distribution of a great majority of est or the interest of investors or con its shares in public hands, so that sumers or the proper functioning of such neither New England Gas and Electric holding company system.
4 Whether it is necessary or appro Association nor any of the other parties presently interested in the development priate to impose terms and conditions of Algonquin will control or exercise a with respect to the proposed transaction controlling influence over that corpora in the public interest or for the protec tion of investors or consumers, and, if so, tion or its policies.
Negea has requested that the Com what terms and conditions should be mission, by order, declare that Algonquin imposed.
5 Whether Negea, directly or in is not a subsidiary company of Negea.
It appearing to the Commission that directly, either alone or pursuant to an it is appropriate in the public interest arrangement or understanding with one and in the interest of investors and con or more othér persons, controls Algon sumers that a hearing be held with re quin or exercises such a controlling in spect to said applications and that said fluence over the management or policies applications shall not be granted except of Algonquin as to make it necessary pursuant to further order ofthe Com or appropriate in the public interest or for tbe protection of investors or con mission; and It further appearing that the forego sumers that Algonquin be subject to the ing matters are related, and the evidence obligations, duties and liabilities imposed offered in respect to each of the matters by the act upon subsidiary companies of may have a bearing on the other, and holding companies.
It is further ordered, That particular that substantial savings in time, effort and expense will result if said matters attention be directed at said hearing to the foregoing matters and questions.
are consolidated:
It is further ordered, That jurisdiction It is hereby ordered, That the said proceedings File Nos. 70-2283 and 31- be reserved to separate, either for hear ing, in whole or in part, or for disposi 568 be, and hereby are, consolidated.
It is further ordered, That a hearing tion, in whole or in part, any of the on said applications, pursuant to the ap issues, questions or matters herein set plicable provisions of the act and the forth, or which may arise in these pro rules of the Commission, be held on Jan ceedings, or to consolidate with these uary 10, 1950, at 10:00 a. m., e.-s. t., at proceedings, other filings or matters per the offices of the Securities and Ex taining to the subject matter of these change Commission, 425 Second Street proceedings, and to take such other ac NW., Washington 25, D. C. On such tion as may appear conducive to an date the hearing room clerk in Room 101 orderly, prompt ahd economic disposition will advise as to the room in which such of the matters involved.
It is further ordered, That the Secre hearing is to be Held. Any person de siring to be heard in connection with tary of the Commission shall serve notice this proceeding or proposing to intervene of the aforesaid hearing by mailing a herein shall file with the Secretary of copy of this order by registered mail to the Commission, on or before January 6, the New England Gas and Electric Asso 1950, a written request relative thereto ciation and the Federal Power Commis as provided by Rule XVII of the Com sion, and that notice be given to all other persons by general release for the Com missions rules of practice.
It is further ordered, That Willis P. mission distributed to the press and Monty, or any other officer or officers of mailed to the mailing list of releases is this Commission designated by it for that sued pursuant to the Public Utility Hold purpose, shall preside at such hearing. ing Company Act of 1935, and th at The officer so designated to preside at further notice be given to all persons by such hearing is hereby authorized to ex publication of tfiis notice and order in ercise all powers granted to the Com the F ederal R egister .
mission under section 18 c of the act Byvthe Commission.
and to a hearing officer under the Com seal
O rval L. D u B o is , missions rules of practice.
Secretary.
The Division of Public Utilities of the Commission having advised the Com F. R. Doc. 50-31; Filed, Jan. 4, 1950;
8:49 a. m.
mission that it has made a preliminary