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FEDERAL REGISTER, Wednesday, May 28, 1941

2616

ferred Stock, Par Value $100; Indian apolis Power & Light Company 54%
Cumulative Preferred Stock, Par Value $100; Pennsylvania Water & Power Com pany Refunding Mortgage and Collateral Trust Bonds, 3 x/4% Series, due December 15, 1964; and Pennsylvania Water &
Power Company Refunding Mortgage and Collateral Trust Bonds, 3 Vi % Series, due January 15, 1970.
By the Commission.
seal
F rancis P. B rassor, Secretary.
P. R. Doc. 41-3795; Piled, May 27, 1941;
11:43 a. m.

Pile No. 70-3131
In
the M atter of U n io n E lectric C om
pany of M isso ur i , U n io n E lectric C ompany of I llin o is , and T he N orth
A merican C ompany ORDER PERMITTING DECLARATION TO BECOME
EFFECTIVE

At a regular session of the Securities and Exchange Commission held at its office in the City of Washington, D. C., on the 27th day of May, A. D. 1941.
Union Electric Company of Missouri and its parent, The North American Company, both registered holding com panies, and Union Electric Company of Illinois, a subsidiary of Union Electric Company of Missouri, having filed a joint declaration and amendments thereto pursuant to the Public Utility Holding Company Act of 1935, particularly sec tions 6 a, 6 b, 7, 9 a, 10, 12 b, 12 d, and 12 f and Rules U-43, U-44, and U-45 promulgated thereunder re garding: 1 The proposal of Union Elec tric Company of Missouri to a issue and sell to the public $80,000,000 prin cipal amount of First Mortgage and Col lateral Trust Bonds and to use the pro ceeds, to the extent necessary, to redeem $80,000,000 principal amount of its First Mortgage and Collateral Trust Bonds, 3%% Series due 1962; b to issue and sell to the public 150,000 shares of no par value Preferred Stock having a stated value of $15,000,000 and to use the pro ceeds, to the extent necessary, to redeem $15,000,000 principal amount of its 3%
Notes due 1942; c to issue and sell to The North American Company for cash from time to time during the period end ing December 31, 1941, 400,000 shares of its no par value common stock having a
stated value of $10,000,000 and to use the proceeds therefrom, together with any balance from the sale of the bonds and preferred stock as aforesaid, to finance its construction program and to purchase common stock of its wholly owned subsidiary, Union Electric Com pany of Illinois The North American Company has agreed to advance to Union Electric Company of Missouri as it may request without interest such portion of the purchase price for 200,000 shares of said no par value common stock con templated to be issued as soon as au thorized, said proposal to advance being made for the reason that at least sixty days notice is required for a meeting of stockholders for the purpose of increas ing the authorized common stock of Union Electric Company of Missouri;
d to acquire 1,100,000 shares of addi tional common stock having an aggre gate par value of $22,000,000 of Union Electric Company of Illinois in exchange for $22,000,000 principal amount of the First Mortgage Bonds, 3%% Series due 1962, of Union Electric Company of Illi nois which are now pledged under the Mortgage and Deed of Trust securing First Mortgage and Collateral Trust Bonds, 3%% Series due 1962, of Union Electric Company of Missouri; e to acquire for cash from time to time during the period ending December 31, 1941, 450.000 shares having an aggregate par value of $9,000,000 of the common stock of Union Electric Company of Illinois; f to pledge under its First Mortgage and Deed of Trust the 1,550,000 shares having an aggregate par value of $31,000,000 of the common stock of its said subsidiary so to be acquired by it; and g to lend to Union Electric Company of Illinois, if needed by said company for its con struction requirements prior to the date its common stock can be issued, without interest an amount up to $1,000,000 and to apply the amount of such loan, if any, to the purchase price of said common stock; 2 the proposal of Union Elec tric Company of Illinois to a issue to Union Electric Company of Missouri 1.100.000 shares of its common stock hav ing an aggregate par value of $22,000,000
in exchange for $22,000,000 principal amount of its First Mortgage Bonds, 3%% Series due 1962 which bonds will be retired; and b to issue and sell to Union Electric Company of Missouri for cash from time to time during the period ending December 31, 1941, 450,000 shares
of its common stock having an aggregate par value of $9,000,000 and to use the proceeds therefrom to finance its con struction program; 3 the proposal of The North American Company to a acquire for cash from time to time dur ing the period ending December 31, 1941, 400,000 shares of the no par value com mon stock of Union Electric Company of Missouri having a stated value of $10,000,000;

Said declaration having been filed on May 5, 1941, and amendments having been filed on May 17, 24, and 27,1941, re spectively, and a notice of said filing hav ing been duly given in the form and man ner prescribed by Rule U-23 promulgated pursuant to said Act, and the Commission not having received a request for a hear ing with respect to said declaration with in the period specified in said notice, or otherwise, and not having ordered a hearing thereon; and The above named declarants having requested that said declaration as amended become effective on May 26, 1941; and The Commission deeming it appro priate in the public interest and in the interest of investors and consumers to permit said declaration, as amended, to become effective, and finding with respect thereto that the exemption requested pursuant to section 6 b of said Act should be granted; that the requirements of section 7 c are satisfied and that no adverse findings are necessary under sec tion 7 d thereof; that no adverse find ings are necessary under section 10 b and section 10 c 1 and that the trans actions involved have the tendency re quired by section 10 c 2 thereof; and that the provisions of Rules U-43, U-44, and U-45 have been complied with; and that the date of its order with respect to said declaration, as amended, should be advanced;
It is hereby ordered, Pursuant to said Rule U-23 and the applicable provisions of said Act and subject to the terms and conditions prescribed in Rule U-24 that the aforesaid declaration, as amended, be and the same is hereby permitted to become effective forthwith.
By the Commission, Commissioner Healy dissenting for the reasons set forth in his memorandum of April 1, 1940.
seal
F rancis P. B rassor, Secretary.
P. R. Doc. 41-3794; Piled, May 27, 1941;
11:43 a. m.