International Release no. 1236 File No. 70-9669
CERTIFICATE OF NOTIFICATION
(RULE 24)
SECURITIES AND EXCHANGE COMMISSION
BY
Scottish Power plc
In accordance with the order of the Securities and Exchange Commission
dated December 6, 2000, Holding Company Act Release No. 27290(the "Order"),
Scottish Power plc ("ScottishPower")hereby submits its report for the period
April 1, 2001 to September 30, 2001(the "Reporting Period"). The following is a
listing of the applicable reporting requirements contained in the Order (each, a
"Reporting Requirement"), together with the response thereto. Unless otherwise
defined herein, all capitalized terms in this Certificate of Notification shall
have the meaning set forth in the Order.
In this report, a conversion ratio of 1 GBP to 1.470 USD has been used.
Reporting Requirement No. 1: The principal amount, interest rate, term, number
of shares, market price per share, sales price per share (if other than market
price) and aggregate proceeds, as applicable, of any securities issued by
ScottishPower during the reporting period, including securities issued to
dividend reinvestment plans and employee benefit plans.
Response: Securities were issued by ScottishPower pursuant to its employee
stock option plans.
Market Price/
Date No. of ScottishPower And Sale Price
Ordinary Details per share(if Proceeds Proceeds
Shares Issued other than market) GBP USD
1,720,056 $7.11 (pound)8,319,684 $12,229,934
Debt securities were issued by ScottishPower as detailed in the following table.
Initial
Acquiring Principal Interest Term of USD
Company Amount Rate Loan at 9/30/01
Royal Bank $73,500,000 4.92375% 11/21/01 $73,500,000
of Scotland
Bank of Tokyo $73,500,000 5.005625% 11/26/01 $73,500,000
Mitsubishi
Reporting Requirement No. 2: The amount of guarantees issued during the
reporting period by ScottishPower or PacifiCorp, the name of the beneficiary of
the guarantee and the terms and purpose of the guarantee.
Response: No guarantees were issued by ScottishPower or PacifiCorp during
the reporting period.
Reporting Requirement No. 3: ScottishPower's aggregate investment, as defined
under rule 53, in EWGs and FUCOs as of the end of the reporting period in
dollars and as a percentage of ScottishPower's consolidated retained earnings,
and a description of EWG and FUCO investments made during the reporting period.
Response:
A. As of September 30, 2001, ScottishPower's consolidated retained earnings
calculated in accordance with U.S. GAAP was USD $2,824 million.
B. ScottishPower's aggregate investment, as defined in Rule 53, in EWGs and
FUCOs as of September 30, 2001 was USD 2,186 million.
C. ScottishPower's aggregate investment in EWGs and FUCOs as a percentage of
its consolidated retained earnings was 77% as of September 30, 2001.
D. During the reporting period no EWG and FUCO investments were made. The
aggregate investment in FUCOs increased as a result of exchange rate
effects.
Reporting Requirement No. 4: The aggregate amount of securities and the
aggregate amount of guarantees issued and outstanding by ScottishPower or if not
exempt under the Act, by PacifiCorp since the date of the Order.
Response: Please see Exhibit A-1 attached hereto.
Reporting Requirement No. 5: A list of the securities issued by the Intermediate
Holding Companies during the reporting period, including principal amount,
interest rate, term, number of shares and aggregate proceeds, as applicable,
with the acquiring company identified
Response: Please see table below.
Initial
Issuing Acquiring Principal Interest Term of USD
Company Company Amount Rate Loan at 9/30/01
NA1 N/A N/A N/A N/A N/A
NA2 N/A N/A N/A N/A N/A
NAGP Royal Bank $274,093,300 3.13% 10/29/01 $274,093,300
of Scotland
Reporting Requirement No. 6: The amount and terms of any short-term debt issued
by PacifiCorp or by any PacifiCorp Subsidiary, and a list of the deposits and
withdrawals by any PacifiCorp or any PacifiCorp Subsidiary from Money Pool.
Response:
Short-Term Debt Issued by PacifiCorp
During the Reporting Period
(excluding money pool borrowings reported below)
Description/Terms Amount Maximum Balance at
Utility Subsidiary of Debt Issued (USD) Outstanding 09/30/01
PacifiCorp Commercial Paper $10,015,106,000 $265,936,000 $195,910,000
*Total Amount Issued during the reporting period includes aggregate total of
each overnight borrowing (average overnight trade $77,000,000 each day)and all
other issues, some of which represent rollovers.
Commercial Paper issued with a rate range of 1.25% to 5.25%.
No Money Pool borrowings were made during the reporting period.
Net Amount Net Amount
on Deposit of Borrowings
PACIFICORP $0 $500,047,703
PACIFICORP GROUP HOLDINGS $764,884,918 $ 5,842,921
PACIFICORP FINANCIAL SRVS $0 $ 14,060,233
PACIFICORP POWER MARKETING $0 $261,758,279
PACE $ 408,839 $0
PKE $ 5,109,901 $0
PIMI $ 124,136 $0
PMI $ 10,981,297 $0
PACIFICORP TRANS $ 200,045 $0
------------ ---------------
$781,709,136 $781,709,136
* A list of all deposits and withdrawals during the reporting period for each
company is available to the SEC staff upon request.
Reporting Requirement No. 7: The amount and terms of any nonexempt financings
consummated during the period by PacifiCorp during the reporting period.
Response: None
Reporting Requirement No. 8: The amount and terms of any nonexempt financings
consummated by any non-utility PacifiCorp Subsidiary.
Response: None
Reporting Requirement No. 9: A table showing, as of the end of the reporting
period, the dollar and percentage components of the capital structures of
ScottishPower and PacifiCorp.
Response:
For ScottishPower see Exhibits A-3 attached hereto.
For the PacifiCorp Group companies, please see Exhibit A-4 attached hereto.
Reporting Requirement 10: Copies of ScottishPower's filings on Form 20-F and
semiannual reports to shareholders.
Response: Filed under cover of Form SE as Exhibit A-5.
SIGNATURE
Pursuant to the requirements of the Public Utility Holding Company Act of
1935, the undersigned company has duly caused this certificate of notification
(Commission's File No. 70-9669) to be signed on its behalf by the undersigned
thereunto duly authorized.
SCOTTISH POWER PLC
By: /s/ David T. Nish
-----------------------------
David T. Nish
Finance Director
Date: November 30, 2001
EXHIBIT INDEX
Exhibit No. Description Page
------------- ------------ -----
Exhibit A-1 Aggregate Amount of ScottishPower/ Filed herewith
PacifiCorp Securities Issued Since
March 31, 2001 and Outstanding as of
the End of the Reporting Period
Exhibit A-2 Retained Earnings Analysis Filed herewith
of PacifiCorp
Exhibit A-3 ScottishPower Filed herewith
September 30, 2001 Rule 24
Capitalization Table
Exhibit A-4 Capital Structure of Filed herewith
PacifiCorp Group Companies
Exhibit A-5 Copies of ScottishPower's Filed under cover
Filing on Form 20-F and of Form SE
semiannual reports to
shareholders