SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
********************************************
In the Matter of
Alliant Energy Corporation, et al. CERTIFICATE
File No. 70-9891 PURSUANT TO
(Public Utility Holding Company Act of 1935) RULE 24
********************************************
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 April 1, 2003 - June 30, 2003
(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
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:
None
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:
There were no options granted during this period.
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.
ANSWER:
Alliant Energy Corporation invested $15.5 million in non-utility energy
assets during the period from April 1, 2003 through June 30, 2003.
See attached Exhibit H
Whiting Petroleum Corporation's Energy Asset Investments:
---------------------------------------------------------
Asset investments $ 2,666,982
Leasing and other activity $ 12,848,770
Proceeds from sales $ (0)
Total: $ 15,515,752
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:
(1) Alliant Energy Corporate Services, Inc. filed a U-6B-2 on May 2, 2003.
(2) Wisconsin Power and Light Company filed a U-6B-2 on May 2, 2003.
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 June 30, 2003.
See Exhibit I
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 J
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 K
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.
ANSWER:
Interstate Power and Light Company filed an S-4 Form on March 28, 2003
which became effective on April 11, 2003.
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
August 29, 2003
Alliant Energy Corporation
Certificate Pursuant to Rule 24
Exhibit A
Report Period: April 1, 2003 - June 30, 2003
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.
June 30, 2003
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. 14.4 - 14.4
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. 9.4 - 9.4
Henan Yongfeng Electric Power Co. Ltd. 11.4 - 11.4
Infratil Ltd. 15.0 - 15.0
Jiaxing JIES Power & Heat Co. Ltd. 13.4 - 13.4
LDM Utility Co., S.A. de C.V. 40.5 - 40.5
Shijiazhuang Chengfeng Cogeneration Co. Ltd. 14.2 - 14.2
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. 48.6 - 48.6
Tongxiang TIES Power & Heat Co. Ltd. 10.4 - 10.4
TrustPower Ltd. 65.4 - 65.4
Usina Termeletrica de Juiz De Fora S.A. 13.9 - 13.9
Zouping Peak CHP Co. Ltd. 16.1 - 16.1
Guarantee of debt security intended to finance future FUCO investments - 25.0 25.0
----------------------------
Aggregate Investments in Foreign Utility Companies (FUCOs) 378.1 25.0 403.1
----------------------------
Alliant Energy Neenah, LLC 58.7 - 58.7
Guarantee of the debt security of a 6 Mw low Btu gas electric generating
facility in Cedar Rapids, Iowa - 4.3 4.3
----------------------------
Aggregate Investments in Electric Wholesale Generators (EWGs) 58.7 4.3 63.0
----------------------------
Total Aggregate Investments in EWGs and FUCOs 436.8 29.3 466.1
----------------------------
Balance at Average
end of quarter balance
----------------------------
Alliant Energy's consolidated retained earnings at September 30, 2002 757.8
Alliant Energy's consolidated retained earnings at December 31, 2002 758.2
Alliant Energy's consolidated retained earnings at March 31, 2003 734.7
Alliant Energy's consolidated retained earnings at June 30, 2003 743.7
Alliant Energy's "consolidated retained earnings" at June 30, 2003 (average of ending balance of four previous quarters) 748.6
------------
Amount remaining under the Requested EWG/FUCO Investment Authority. $282.5
============
Alliant Energy Corporation
Certificate Pursuant to Rule 24
Exhibit B
Report Period: April 1, 2003 - June 30, 2003
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
June 30, 2003
(amounts in thousands of dollars)
Amounts Percentage
--------------------------------
Common equity $ 1,911,707 37.67%
Cumulative preferred stock 205,063 4.04%
Consolidated debt (1) 2,958,001 58.29%
-----------------------------
$ 5,074,771 100.00%
================================
(1)
Long-term debt (excluding current portion) $ 2,489,582
Current maturities and sinking funds 72,915
Variable rate demand bonds 55,100
Commercial paper 316,400
Other short-term borrowings 24,004
---------------
$ 2,958,001
=================
Alliant Energy Corporation
Certificate Pursuant to Rule 24
Exhibit C
Report Period: April 1, 2003 - June 30, 2003
Item 4: The market-to-book ratio of Alliant Energy's common stock.
Market value per share at June 30, 2003 $ 19.03
Common equity at June 30, 2003 $ 1,911,707
Total shares outstanding at June 30, 2003 93,076,105
Book value per share at June 30, 2003 $ 20.54
Market-to-book ratio of Alliant Energy's common stock 92.65%
==================
Alliant Energy Corporation
Certificate Pursuant to Rule 24
Exhibit D
Report Period: April 1, 2003 - June 30, 2003
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 June 30, 2003
(amounts in thousands of dollars)
Beginning balance (March 31, 2003) $ 735,676
Net income/(loss):
From EWGs and FUCOs (*) 13,758
Other 18,396
-------------
Total net income/(loss) 32,154
Common stock dividends (23,132)
-------------
Ending balance (June 30, 2003) $ 744,698
=============
(*) Amount does not include the allocation of interest, tax or corporate
expenses.
Alliant Energy Corporation
Certificate Pursuant to Rule 24
Exhibit E
Report Period: April 1, 2003 - June 30, 2003
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 June 30, 2003
---------------------------------------------
Revenues Net Income/(Loss)
---------------------------------------------
Alliant Energy Operaciones de Mexico, S. de R.L. de C.V. 447,450 51,685
Alliant Energy Neenah, LLC 6,264,772 1,965,719
Alliant Energy Servicios de Mexico, S. de R.L. de C.V. - -
Anhui New Energy Heat & Power Co. Ltd. 24,121,918 4,001,000
Catleo Energia S.A. 2,758,077 284,487
Companhia de Electricidade de Nova Friburgo S.A. 18,309,758 734,330
Companhia Energetica da Borborema S.A. 25,298,206 1,450,843
Companhia Forca e Luz Cataguazes-Leopoldina S.A. 68,665,390 (23,931,460)
Empresa Energetica de Sergipe S.A. 104,460,599 (6,020,783)
Hebei Wuan Peak Heat and Power Co. Ltd. 7,628,784 1,199,380
Henan Anfeng Electric Power Co. Ltd. 8,873,704 1,252,011
Henan Yongfeng Electric Power Co. Ltd. 11,241,112 2,031,944
Infratil Ltd. (*) 69,212,193 15,792,096
Jiaxing JIES Power & Heat Co. Ltd. 12,885,444 1,539,446
LDM Utility Co., S.A. de C.V. (**) - -
Shijiazhuang Chengfeng Cogeneration Co. Ltd. 8,331,117 1,223,528
Sociedade Anonima de Eletrificacao da Paraiba S.A. 123,361,629 10,435,484
Tangshan Peak Heat and Power Co. Ltd. 29,445,128 162,406
Tai An Hua Feng Peak Heat and Power Co. Ltd. 4,910,205 1,877,537
Tai An Xin Wen Peak Heat and Power Co. Ltd. 548,793 181,166
Tongxiang TIES Power & Heat Co. Ltd. 8,404,236 1,855,207
TrustPower Ltd. (*) 321,949,344 22,827,587
Usina Termeletrica de Juiz De Fora S.A. 19,426,571 (10,296,871)
Zouping Peak CHP Co. Ltd. 16,818,820 3,912,071
(*) The most recently available information for Alliant Energy's FUCOs in New
Zealand is the twelve months ended March 31, 2003.
(**) The most recently available information for LDM Utility Co., S.A. de C.V.
is the twelve months ended December 31, 2002.
Alliant Energy Corporation
Certificate Pursuant to Rule 24
Exhibit F
Report Period: April 1, 2003 - June 30, 2003
Item 8: The total number of shares of Alliant Energy common stock issued or
issuable under options granted during the quarter under employment benefit
plants 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
--------------------------------------------------------
4/15/2003 44,880 - -
5/15/2003 - 79,802 -
5/15/2003 177,586 - -
6/16/2003 40,035 - -
========================================================
TOTALS 262,501 79,802
Grand Total: 342,303
Alliant Energy Corporation
Certificate Pursuant to Rule 24
Exhibit G
Report Period: April 1, 2003 - June 30, 2003
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
------------------------------------------------------------------------------------------------------------------------------------
Alliant Energy LNTI Holdings BV Title Guarantee; Gen'l Meridian Energy Australia 4/30/2003 10/31/2007 $399,167,250 *
Business Representations; Investments PTY Ltd.
Payment of Back Taxes
Alliant Energy NG Energy Natural Gas/Oil Purchases Nexen Marketing U.S.A. Inc. 5/21/2003 2/20/2004 $ 10,000,000
Trading, LLC & Sales/Derivatives
Alliant Energy AECS** Transmission The PJM Interconnection, LLC 5/13/2003 8/30/2004 $ 4,000,000
Resources NG Energy Natural Gas Purchases & Cinergy Marketing 5/23/2003 6/30/2004 $ 5,000,000
Trading, LLC Sales, Swaps & Options & Trading, LP
Alliant Energy Osada I LP Second Mortgage Loan Iowa Finance Authority 6/27/2003 6/01/2013 $ 385,000
Investments
* The amount of the guarantee in favor of Meridian Energy Australia
Investments PTY Ltd is for AUD 592,500,000, which was equivalent to USD
399,167,250 as of 6/30/03 at a rate of USD 0.6737 / AUD 1. The amount of
the guarantee is to be reduced to AUD 296,250,000 on October 1, 2003 and
then to AUD 85,000,000 on August 1, 2004.
** Alliant Energy Corporate Services, Inc.
Amount
Guarantor On Behalf Of Purpose Name of Guaranteed Party Period Guaranteed
------------------------------------------------------------------------------------------------------------------------------
Bonds:
Alliant Energy Cogenex Performance / Howard University 6/18/03-6/18/04 $ 6,495,000
Payment Bond
Alliant Energy Whiting One Well Plugging State of New Mexico 6/15/03-6/15/04 $ 5,000
Alliant Energy Whiting Blanket Oil & Gas State of Arkansas 6/08/03-6/08/04 $ 75,000
Alliant Energy Cogenex Energy Savings University of 5/31/03-5/31/04 $ 62,161
Texas Houston
Alliant Energy Whiting License & Permit Billings County, ND 5/30/03-5/30/04 $ 50,000
Bond
Alliant Energy Whiting Oil & Gas State of Colorado 5/19/03-5/19/04 $ 30,000
Alliant Energy Whiting Oil & Gas Town of Goldsby 5/06/03-5/06/04 $ 15,000
Alliant Energy Whiting Oil & Gas > 10 State of North Dakota 5/01/03-5/01/04 $ 100,000
wells N. Elkhorn
Alliant Energy Whiting Oil & Gas > 10 State of North Dakota 5/01/03-5/01/04 $ 100,000
wells Big Stick Unit
Alliant Energy Whiting Overweight Permit Lavaca Co Commissioner 4/12/03-4/12/04 $ 100,000
Alliant Energy Whiting Blanket Bond City of Oklahoma City 4/05/03-4/05/04 $ 25,000
Alliant Energy Corporation
Certificate Pursuant to Rule 24
Exhibit H
Report Period: April 1, 2003 - June 30, 2003
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 invested $15.5 million in non-utility energy
assets during the period from April 1, 2003 through June 30, 2003.
Alliant Energy Corporation did not form any intermediate subsidiaries
during the period from April 1, 2003 through June 30, 2003.
Alliant Energy Corporation did not form any financing subsidiaries during
the period from April 1, 2003 through June 30, 2003.
Alliant Energy Corporation
Certificate Pursuant to Rule 24
Exhibit I
Report Period: April 1, 2003 - June 30, 2003
Item 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.
Incorporated by reference to Alliant Energy's Form 10-Q for the quarter
ended June 30, 2003.
Alliant Energy Corporation
Certificate Pursuant to Rule 24
Exhibit J
Report Period: April 1, 2003 - June 30, 2003
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
June 30, 2003 Alliant Energy Corporation Light Company Light Company
(amounts in thousands of dollars)
Amounts Percentage Amounts Percentages Amounts Percentages
-------------------------- ------------------------- --------------------------
Common equity $ 1,911,707 37.67% $ 849,781 42.90% $ 763,985 53.73%
Cumulative preferred stock 205,063 4.04% 145,100 7.33% 59,963 4.22%
Consolidated debt (1) 2,958,001 58.29% 985,709 49.77% 597,871 42.05%
-------------------------- ------------------------ --------------------------
$ 5,074,771 100.00% $1,980,590 100.00% $1,421,819 100.00%
========================== ========================= ==========================
(1)
Long-term debt (excluding current portion) $ 2,489,582 $ 827,409 $ 406,271
Current maturities and sinking funds 72,915 2,400 62,000
Variable rate demand bonds 55,100 - 55,100
Commercial paper 316,400 155,900 74,500
Other short-term borrowings 24,004 - -
---------------- --------------- ----------------
$ 2,958,001 $ 985,709 $ 597,871
================ =============== ================
Alliant Energy Corporation
Certificate Pursuant to Rule 24
Exhibit K
Report Period: April 1, 2003 - June 30, 2003
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 June 30, 2003
(amounts in thousands of dollars)
Alliant Energy
Interstate Power Wisconsin Power Corporation
and Light Company and Light Company Consolidated
Beginning balance (March 31, 2003) $ 374,511 $ 393,093 $ 734,676
Gross earnings (1) 4,732 19,025 32,154
Goodwill amortization (2) - - -
Common stock dividends (21,544) (15,494) (23,132)
------------------------------------------------------------------
Ending balance (June 30, 2003) $ 357,699 $ 396,624 $ 743,698
==================================================================
(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.