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 January 1, 2004 - March 31,
2004 (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:
There were 32,953 shares of restricted stock issued during the period.
2,008 shares were issued at fair market value of $24.90 on 1/02/04.
30,945 shares were issued at fair market value of $25.85 on 1/30/04.
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:
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:
See attached Exhibit H
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:
Alliant Energy Corporate Services, Inc. filed a U-6B-2 on February 11,
2004.
Wisconsin Power and Light Company, Inc. filed a U-6B-2 on February 10,
2004.
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 March 31, 2004.
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 I
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 J
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:
Alliant Energy Corporation filed a Registration Statement on Form S-3 on
March 31, 2004 (File No. 333-114062) which was declared effective at 10:00
AM E.D.S.T. on April 15, 2004.
Interstate Power and Light Company filed a Registration Statement on Form
S-3 on March 31, 2004 (File No. 333-114065) which was declared effective at
10:00 AM E.D.S.T. on April 15, 2004.
Wisconsin Power and Light Company filed a Registration Statement on Form
S-3 on March 31, 2004 (File No. 333-114063) which was declared effective at
10:00 AM E.D.S.T. on April 15, 2004.
Alliant Energy Corporation filed a Registration Statement on Form S-3 on
April 9, 2004 (File No. 333-114361) which was declared effective at 10:00
AM E.D.S.T. on April 28, 2004.
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
/s/ Thomas L Hanson
By: ______________________________
Name: Thomas L. Hanson
Title: Vice President and Treasurer
May 28, 2004
Alliant Energy Corporation
Certificate Pursuant to Rule 24
Exhibit A
Report Period: January 1, 2004 - March 31, 2004
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.
March 31, 2004
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. 9.0 - 9.0
Henan Yongfeng Electric Power Co. Ltd. 11.0 - 11.0
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. 15.3 - 15.3
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. 48.5 - 48.5
Tongxiang TIES Power & Heat Co. Ltd. 10.4 - 10.4
TrustPower Ltd. 44.1 - 44.1
Usina Termeletrica de Juiz De Fora S.A. 13.9 - 13.9
Zouping Peak CHP Co. Ltd. 15.9 - 15.9
Guarantee of debt security intended to finance future FUCO investments - 25.0 25.0
--------------------------------------------------
Aggregate Investments in Foreign Utility Companies (FUCOs) 356.8 25.0 381.8
--------------------------------------------------
Alliant Energy Neenah, LLC 56.0 - 56.0
Guarantee of the debt security of a 6 Mw low Btu gas electric generating - 4.2 4.2
facility in Cedar Rapids, Iowa
Costs and commitments related to a 300 Mw, natural gas fired, generating - 76.3 76.3
facility in Sheboygan Falls, Wisconsin --------------------------------------------------
Aggregate Investments in Electric Wholesale Generators (EWGs) 56.0 80.5 136.5
--------------------------------------------------
Total Aggregate Investments in EWGs and FUCOs 412.8 105.5 518.3
==================================================
Balance at Average
end of quarter balance
--------------------------------
Alliant Energy's consolidated retained earnings at June 30, 2003 743.7
Alliant Energy's consolidated retained earnings at September 30, 2003 819.4
Alliant Energy's consolidated retained earnings at December 31, 2003 840.4
Alliant Energy's consolidated retained earnings at March 31, 2004 846.8
--------------------------------------------------
Alliant Energy's "consolidated retained earnings" at March 31, 2004 812.6
(average of ending balance of four previous quarters)
-----------------
Amount remaining under the Requested EWG/FUCO Investment Authority. $ 294.3
Alliant Energy Corporation
Certificate Pursuant to Rule 24
Exhibit B
Report Period: January 1, 2004 - March 31, 2004
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
March 31, 2004
(amounts in thousands of dollars)
Amounts Percentage
-------------------------------
Common equity $ 2,392,958 47.81%
Cumulative preferred stock 243,803 4.87%
Consolidated debt (1) 2,368,571 47.32%
-------------------------------
$ 5,005,332 100.00%
===============================
(1)
Long-term debt, net (excluding current portion) $ 2,104,908
Current maturities and sinking funds 69,346
Variable rate demand bonds 55,100
Commercial paper 122,500
Other short-term borrowings 16,717
-------------------
$ 2,368,571
===================
Alliant Energy Corporation
Certificate Pursuant to Rule 24
Exhibit C
Report Period: January 1, 2004 - March 31, 2004
Item 4: The market-to-book ratio of Alliant Energy's common stock.
Market value per share at March 31, 2004 $ 26.06
Common equity at March 31, 2004 (in thousands) $ 2,392,958
Total shares outstanding at March 31, 2004 111,321,380
Book value per share at March 31, 2004 $ 21.50
Market-to-book ratio of Alliant Energy's common stock 121.23%
=================
Certificate Pursuant to Rule 24
Exhibit D
Report Period: January 1, 2004 - March 31, 2004
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 March 31, 2004
(amounts in thousands of dollars)
Beginning balance (December 31, 2003) $ 840,417
Net income/(loss):
From EWGs and FUCOs (*) 22,788
Other 11,279
-------------
Total net income/(loss) 34,067
Common stock dividends (27,696)
-------------
Ending balance (March 31, 2004) $ 846,788
=============
(*) Amount does not include the allocation of interest, tax or corporate
expenses.
Alliant Energy Corporation
Certificate Pursuant to Rule 24
Exhibit E
Report Period: January 1, 2004 - March 31, 2004
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 March 31, 2004
------------------------------------------------
Revenues Net Income/(Loss)
------------------------------------------------
Alliant Energy Neenah, LLC 16,189,056 6,488,428
Alliant Energy Operaciones de Mexico, S. de R.L. de C.V. 1,283,984 49,163
Alliant Energy Servicios de Mexico, S. de R.L. de C.V. - -
Anhui New Energy Heat & Power Co. Ltd. 24,560,560 3,831,459
Catleo Energia S.A. 6,657,732 7,656,637
Companhia de Electricidade de Nova Friburgo S.A. 25,516,346 1,081,173
Companhia Energetica da Borborema S.A. 31,511,127 1,775,805
Companhia Forca e Luz Cataguazes-Leopoldina S.A. 95,476,772 8,816,423
Empresa Energetica de Sergipe S.A. 142,274,821 12,811,358
Hebei Wuan Peak Heat and Power Co. Ltd. 7,492,345 562,808
Henan Anfeng Electric Power Co. Ltd. 11,006,080 1,603,455
Henan Yongfeng Electric Power Co. Ltd. 10,431,972 817,571
Infratil Ltd. (*) 76,622,095 10,174,385
Jiaxing JIES Heat & Power Co. Ltd. 16,634,096 1,563,511
LDM Utility Co., S.A. de C.V. (**) - -
Shijiazhuang Chengfeng Cogeneration Co. Ltd. 9,207,168 1,394,391
Sociedade Anonima de Eletrificacao da Paraiba S.A. 166,947,709 15,621,440
Tai An Hua Feng Peak Heat and Power Co. Ltd. 9,223,439 2,748,550
Tai An Xin Wen Peak Heat and Power Co. Ltd. 10,161,818 3,472,855
Tangshan Peak Heat and Power Co. Ltd. 25,911,193 1,587,530
Tongxiang TIES Power & Heat Co. Ltd. 10,003,669 1,788,973
TrustPower Ltd. (*) 411,327,301 35,563,364
Usina Termeletrica de Juiz De Fora S.A. 36,136,940 8,064,410
Zouping Peak CHP Co. Ltd. 16,930,798 1,100,481
(*) The most recently available information for Alliant Energy's FUCOs in New
Zealand is the twelve months ended December 31, 2003.
Alliant Energy Corporation
Certificate Pursuant to Rule 24
Exhibit F
Report Period: January 1, 2004 - March 31, 2004
Item 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.
Original Issue
Shareowner Long-term Equity
Date Direct Plan 401K Incentive Plan
-----------------------------------------------------------------------------
1/07/2004 - - 6,228
1/15/2004 39,137 - -
2/02/2004 - - 13,207
2/03/2004 - - 6,995
2/05/2004 - - 7,874
2/06/2004 - - 8,558
2/09/2004 - - 2,196
2/10/2004 - - 5,259
2/11/2004 - - 9,869
2/12/2004 - - 4,977
2/17/2004 122,272 38,315 -
2/18/2004 - - 11,998
2/19/2004 - - 1,938
3/15/2004 17,858 - -
3/16/2004 - 28,836 -
==============================================================================
TOTALS 179,267 67,151 79,099
Grand Total: 325,517
Alliant Energy Corporation
Certificate Pursuant to Rule 24
Exhibit G
Report Period: January 1, 2004 - March 31, 2004
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/ Date of Amount
Guarantor On Behalf Of Purpose Name of Guaranteed Party Amendment Expiration Guaranteed
-----------------------------------------------------------------------------------------------------------------------------------
Alliant Energy NG Energy Gas Transportation Midwestern Gas Transmission 02/06/2004 09/30/2004 $ 250,000
Trading, LLC Company
Alliant Energy NG Energy Purchase/Sale of Natural Nexen Marketing U.S.A. Inc. 02/20/2004 02/21/2005 $ 10,000,000
Trading, LLC Gas; Derivatives
Resources NG Energy Purchase/ Sale of Natural BP Canada Energy Marketing 01/30/2004 01/31/2005 $ 5,000,000
Trading, LLC Gas Corp.
Name of Amount
Guarantor On Behalf Of Purpose Guaranteed Party Period Guaranteed
-----------------------------------------------------------------------------------------------------------------------------------
Bonds:
Alliant Energy AER Licensed Service State of Iowa 01/01/04-01/01/05 $ 100,000
Company's Bond
Alliant Energy IPL/AECS Worker's Comp. State of Minnesota 01/01/04-12/31/04 $ 360,000
Bond
Alliant Energy Cogenex Performance/ New York State DOC 01/31/04-03/05/05 $ 2,932,539
Payment Bond
Alliant Energy Cogenex Performance/ New York State 02/11/04-02/11/05 $ 1,988,356
Payment Bond DOC Ossining
Alliant Energy Cogenex Performance/ Howard University 02/25/04-06/18/04 $ 2,178,294
Payment Bond
Alliant Energy RMT Contractors Bond State of California 03/29/04-03/29/06 $ 10,000
Alliant Energy RMT Contractors Bond State of Oregon 03/27/04-03/27/05 $ 15,000
Alliant Energy AECS Contractors Bond State of New Mexico 03/26/04-03/26/05 $ 5,000
Alliant Energy Corporation
Certificate Pursuant to Rule 24
Exhibit H
Report Period: January 1, 2004 - March 31, 2004
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 did not form any intermediate subsidiaries during the
period from January 1, 2004 through March 31, 2004.
Alliant Energy Corporation did not form any financing subsidiaries during the
period from January 1, 2004 through March 31, 2004.
Alliant Energy and its subsidiaries are authorized by the Securities and
Exchange Commission to invest up to $800 million in additional "energy assets"
through December 31, 2004. As of September 30, 2003, Alliant Energy and its
subsidiaries had used approximately $401 million ($397 million by Whiting
Petroleum Corporation (WPC) and $4 million by various other Alliant Energy
subsidiaries). In the fourth quarter of 2003, Alliant Energy completed an
Initial Public Offering (IPO) of WPC, leaving Alliant Energy with a 5.76%
ownership interest in WPC as of December 31, 2003. Alliant Energy will include
5.76% of the $397 million of investments in energy assets by WPC and $4 million
of investments in energy assets by various other Alliant Energy subsidiaries as
of March 31, 2004. Alliant Energy did not have any changes in its investments in
"energy assets" during the first quarter of 2004.
Alliant Energy Corporation
Certificate Pursuant to Rule 24
Exhibit I
Report Period: January 1, 2004 - March 31, 2004
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
March 31, 2004 Alliant Energy Corporation Light Company Light Company
(amounts in thousands of dollars)
Amounts Percentage Amounts Percentage Amounts Percentage
--------------------------- ----------------------------- ------------------------
Common equity $ 2,392,958 47.81% $ 1,022,311 47.18% $ 1,011,101 66.32%
Cumulative preferred stock 243,803 4.87% 183,840 8.49% 59,963 3.93%
Consolidated debt (1) 2,368,571 47.32% 960,378 44.33% 453,540 29.75%
--------------------------- ----------------------------- -------------------------
$ 5,005,332 100.00% $ 2,166,529 100.00% $ 1,524,604 100.00%
=========================== == ========================== ========================
(1)
Long-term debt, net (excluding current portion) $ 2,104,908 $ 837,878 $ 336,440
Current maturities and sinking funds 69,346 - 62,000
Variable rate demand bonds 55,100 - 55,100
Commercial paper 122,500 122,500 -
Other short-term borrowings 16,717 - -
---------------- ---------------- ----------------
$ 2,368,571 $ 960,378 $ 453,540
================ ================ ================
Alliant Energy Corporation
Certificate Pursuant to Rule 24
Exhibit J
Report Period: January 1, 2004 - March 31, 2004
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 March 31, 2004
(amounts in thousands of dollars)
Alliant Energy
Interstate Power Wisconsin Power Corporation
and Light Company and Light Company Consolidated
Beginning balance (December 31, 2003) $ 372,421 $ 440,286 $ 840,417
Gross earnings (1) 11,885 21,467 34,067
Goodwill amortization (2) - - -
Common stock dividends (24,513) (22,235) (27,696)
-----------------------------------------------------------------
Ending balance (March 31, 2004) $ 359,793 $ 439,518 $ 846,788
=================================================================
(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.