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15363

FE D E R A L RE G IST E R , Thursday, December 27, 1945
After consideration of the record, we are satisfied that $35,000 is reasonable as the maximum amount for which ap plication may be made to the District Court as an interim allowance for the services rendered and the claimed dis bursements were properly made.
It is therefore ordered, That the ap- .
plication of Samuel Hoar and Edward R. Langenbach, pursuant to Rule U-63, be, and the same is, hereby approved.
By the Commission.
SEAL

ORVAL L. D u BOIS,
Secretary.

P. R. Doc. 45-22874; Filed, Dec. 26, 1945;
10:01 a. m.

File No. 70-1195
P rovincetown L ight and P ower C o ., and N ew E ngland G as and E lectric A s s n .
ORDER GRANTING APPLICATION AND PERMIT
TING DECLARATION TO BECOME EFFECTIVE

At a regular session of the Securities and Exchange Commission, held at its office in the City of Philadelphia, Ea., on the 20th day of December 1945.
New England Gas and Electric Asso ciation New England, a registered hold ing company, and its subsidiary, Prov incetown Light and Power Company Provincetown, having filed a joint ap plication-declaration pursuant to sec tions 6 b, 10 and 12 of the Public Utility Holding Company Act of 1935 and Rule U-43 promulgated thereunder regarding the following transaction:
New England presently owns all of the outstanding common stock of Province town. Provincetown proposes to issue and sell to New England 175 shares of ad ditional common stock of the par value of $100 per share, at a price of $100 per share, or an aggregate of $17,500. Pro ceeds from the proposed sale will be used by Provincetown to pay off existing in debtedness as of September 30,1945, rep resented by. notes payable to The First National Bankof Boston in the aggre gate amount of $17,500, incurred for ex tensions, additions and improvements to its plant and property.
Said application-declaration having been filed on November 26,1945, and no tice of said filing having been duly given in the form and manner prescribed in Rule U-23 promulgated under said act, and the Commission not having re ceived a request for hearing with respect to said application-declaration within the period specified in said notice, or other wise, and not having ordered a hearing thereon; and The Commission finding with respect to the said application under section 6
b of the act that the requirements of said section have been satisfied, and with respect to said application under section 10 of the act that no adverse findings are necessary under sections 10 b and 10 c 1 of the act and that the trans action involved has the tendency re quired by section 10 c 2 of the said act, and that no adverse findings are necessary under section 12 f of the act or Rule U-43 promulgated thereunder;
It is hereby ordered, Pursuant to said Rule U-23 and the applicable provisions of the act, and subject to the terms and
conditions prescribed in Rule U-24, that the aforesaid application-declaration be, and hereby is, granted and permitted to become effectivé forthwith.
By the Commission.
seal

O rval L. D u B o is ,
Secretary.

F. R. Doc. 45-22873; Filed, Dec. 26, 1945;
9:31 a. m.

File No. 70-1209
E lectric P ower & L ight C orp . and D allas R ailw ay & T erminal C o.
NOTICE OF AND ORDER FOR HEARING

At a regular session of the Securities and Exchange Commission, held at its office in the City of Philadelphia, Penn sylvania, on the 20th day of December, A. D. 1945.
Notice is hereby given that a joint ap plication or declaration has been filed with th is Commission pursuant to the Public Utility Holding Company Act of 1935 by Electric Power & Light Corpora tion Electric, a registered holding company subsidiary of Electric Bond and Share Company, also a registered holding company, and Dallas Railway &Terminal Company Dallas,, a non-utility sub sidiary of Electric. .Applicants designate sections 6, 7,11 and 12 f of the act and Rule U-50 thereunder as applicable to the proposed transactions.
All interested persons are referred to the application or declaration, which is on file in the office of this Commission for a statement of the transactions therein proposed which may be summar ized as follows:
Electric owns all of the common stock of Dallas which at present consists of 32,500 shares having a par value of $100
per share. Dallas proposes by charter amendment to change its presently out standing common stock into 162,500
shares of common stock having a par value of $20 per share. Dallas also pro poses by charter amendment to provide for cumulative voting for its common stock. After the proposed amendments to Dallas charter have been effected, Electric proposes to sell, pursuant to the competitive bidding requirements of Rule U-50, such shares of common stock of Dallas.
Electric requests that the order to be entered conform to the requirements of sections 371 and 1808 of the Internal Revenue Code, as amended, and recite that the issuance of new $20 par value . common stock by Dallas and the pro posed sale and transfer of the said com mon stock by Electric are necessary or appropriate to the integration or simpli fication of the holding company system of which Electric is a member and neces sary or appropriate to effectuate the pro visions of section 11 b of the Public Utility Holding Company Act of 1935.
It appearing to the Commission th at it is appropriate in the public interest and in the interests of investors and con sumers that a hearing be held with re spect to said application or declaration and that said application shall not be granted or said declaration be permitted to become effective except pursuant to further order of the Commission;

It is ordered, That a healing on said matters under the applicable provisions of the act and the rules of the Commis sion thereunder be held on January 4, 1946 at 10:00 a. m., e. s. t., at the offices of the Securities and Exchange Commis sion, 18th and Locust Streets, Philadel phia 3, Pennsylvania. On such date the hearing room clerk in Room 318 will ad vise as to the room in which such hear ing will be held.
It is further ordered, That any person desiring to be heard or otherwise wish ing to participate in the proceedings shall notify the Commission in the man ner provided by Rule XVII of its rules of practice, on or before January 2, 1946.
It is further ordered, That William W.
Swift or any other officer or officers of the Commission designated by it for th at purpose, shall preside at said hearing.
The officer so designated to preside at such hearing is hereby authorized to ex ercise all powers granted to the Commis sion under section 18 c of the act to a trial examiner under the Commissions"
rules of practice.
It is further ordered, That notice of this hearing be given to applicantsdeclarants by registered mail and to all other interested parties by publication in the F ederal R egister .
It is further ordered, That, without limiting the scope of the issues presented by such application, particular attention will be directed at such hearing to the following questions :
1 Whether the proposed transac tions meet the requirements of the ap plicable provisions of the act, particu larly section 7 thereof.
2 What terms and conditions, if any, with respectto the proposed tran
sactions should be prescribed inthe pub lic interest or for the protection of investors and consumers.
3 Generally, whether the proposed transactions comply in all respects with the applicable provisions of the act and the rules thereunder.
4 Whether the proposed sale of said common stock is necessary or appropri ate to effectuate the provisions of sec tion 11 b of the act and whether the proposed transactions constitute a step in compliance with the order of the Commission dated August 22, 1942 re quiring the dissolution of Electric.
By the Commission.
seal

O rval L. D u B ois ,
Secretary. .
F. R. Doc. 45-22875; Filed, Dec. 26, 1945;
10:01 a. m.
File No. 50-16
A ssociated G as
and
E lectric C orp.

et al.

ORDER GRANTING EXEMPTION

At a regular, session of the Securities and Exchange Commission held at its office in the City of Philadelphia, Pa., on the 21st day of December 1945.
In the m atter of Stanley Clarke, trus tee of Associated Gas and Electric Com pany; Denis J. Driscoll and Willard L.
Thorp, trustees of Associated Gas and Electric Corporation, et al., File No.
50-16.
A joint application having! been filed pursuant to Rule U-100 a, promul-