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From:richard.shapiro@enron.com
To:james.steffes@enron.com, jeff.dasovich@enron.com
Subject:Deal for SCE's Transmission Assets Appears Dead on Arrival
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Date:Fri, 20 Apr 2001 04:39:00 -0700 (PDT)

---------------------- Forwarded by Richard Shapiro/NA/Enron on 04/20/2001
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"SCIENTECH IssueAlert" <IssueAlert@scientech.com< on 04/20/2001 05:35:54 AM
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Subject: Deal for SCE's Transmission Assets Appears Dead on Arrival






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April 20, 2001

Deal for SCE's Transmission Assets Appears Dead on Arrival

by Will McNamara
Director, Electric Industry Analysis

[News item from Reuters] California Gov. Gray Davis' billion dollar plan to
save utility Southern California Edison (SCE) from bankruptcy is in deep
trouble and could be rejected by legislators. Legislative sources said the
governor was having so much trouble gathering support for his plan that he
could not find anyone to sponsor a bill. One Assembly official called the SCE
bailout plan "the most unpopular piece of legislation in years."

Analysis: Even when this deal was announced as an "agreement in principle"
some 50 days ago, it seemed too far-fetched to be possible. The only party
that clearly seems to benefit from the agreement forged between Gov. Davis
and SCE is the cash-strapped utility. California energy customers appear to
get the short end of an expensive stick, while the state seemingly gains
nothing of value beyond what could amount to a whole new set of
administrative problems. Thus, despite the hype with which Gov. Davis
announced this rescue plan for SCE, California legislators-both Republicans
and Democrats-are saying "not so fast" and appear to be collectively opposed
to the plan as it currently stands. As it becomes apparent that the
California Legislature will not approve this plan, the general consensus is
that Gov. Davis' offer to SCE is simply a financial bailout for the utility
that provides no benefit to California residents.

For background on the details of Gov. Davis' rescue plan for SCE, please
reference my IssueAlert from 4/11/01. In a nutshell, the state of California
agreed to buy SCE's 12,000-mile transmission grid, which covers much of the
southern half of the state, for $2.76 billion, 2.3 times the system's book
value. SCE would be allowed to use the proceeds to pay off its existing debt,
restoring it to financial stability. Both the California Legislature and the
CPUC need to approve this deal by Aug. 15 or else the agreement is
terminated.

In the highly politicized climate under which the California energy crisis
has unfolded, it is imperative to understand the agendas that each
stakeholder possesses. For instance, keep in mind that Gov. Davis' political
career has been severely damaged by the state's energy crisis, and the fact
that Pacific Gas & Electric Co., California's largest utility company,
declared bankruptcy has only further tainted the governor's standing. Perhaps
more than any other goal, Davis wants to keep SCE from also filing for
Chapter 11 protection. In addition, Davis believes he will be better able to
solve the crisis if he assumes control over the state's transmission grid
(much like the state has assumed the role of a power purchasing agent).
Normally, a measure supported by the Democratic governor could be easily
approved by California's Democrat-controlled legislature. However, the energy
issue has divided support for Davis even within his own party. Consequently,
the governor needs the support of both Republicans and Democrats in order to
see his rescue plan for SCE pass.

For its part, there was very little reason why SCE should not have agreed to
the governor's terms. From multiple standpoints, the utility gains enormously
from the governor's offer, while at the same time it avoids lengthy and
costly bankruptcy proceedings. Under the agreement, SCE gains a method for
pulling itself out of debt, via rate increases that probably would be
implemented over the next 15 years. Further, its parent company Edison
International gets to hold on to a reported $4.8 billion that SCE has
provided to the corporate operation since 1997. (The exception to this is a
$400 million tax refund that Edison International would give back to SCE).
While Davis referred to his plan as a "good, balanced deal," some consumer
groups have charged that SCE "has taken the governor to the cleaners."

Meanwhile, California customers clearly lose in the deal because they would
be forced to ultimately pay for the $2.76 billion that the state needs to buy
the transmission assets. The state would purchase the lines with bonds that
would be paid off by transmission fees charged to SCE customers. It is
presently not clear whether or not those fees, which are already part of
monthly bills, would be sufficient; therefore, it is likely that rates would
be increased to support the purchase. In addition, the subtext of the deal is
that customers would ultimately pay to drive down SCE's debt, which was
accumulated as a result of unrestricted wholesale power costs charged by
generators. Consequently, California customers would bear the responsibility
for prices that FERC has at times deemed "unjust and unreasonable."

Ultimately, however, it is the California Legislature and CPUC that will have
the authority to approve the agreement between Gov. Davis and SCE. These two
agencies must ultimately decide if the plan is good or bad, and weigh the
impact for various stakeholders. Presently, the legislature in particular is
finding that there are many questionable aspects about the plan. For
instance, what value would there be in the California government owning only
one portion of the state's interconnected transmission system? PGOCorp. has
walked away from the negotiating table and has expressed little interest in
selling its transmission lines to the state. No agreement with Sempra Energy
(parent of San Diego Gas & Electric) has been reached either. Thus, if the
Gov. Davis / SCE agreement is approved, the state of California would gain
ownership rights to only a portion of the overall transmission system in the
state. Many legislators challenge the value of this, especially when it is
considered that most of the congestion that leads to higher prices within the
state is concentrated along PG&E's portion of the grid. The counter-argument
to this point is that, now that its utility is in bankruptcy proceedings,
PGOmay not have the choice of whether or not to sell its transmission assets
to the state. The bankruptcy judge would make this decision. Thus, some
argue, the state may have a better chance of obtaining PG&E's transmission
assets if it can first complete a deal with SCE.

The second fundamental problem is that causing California legislators to turn
their back on the governor's plan is what some have referred to as an
"obscene bailout" for SCE and its parent company. Some reportedly believe
that Gov. Davis rushed into an overly generous offer for SCE out of anxiety
caused by the breakdown in his communications with PG&E. As noted, the $2.76
billion offer for SCE's assets is about 2.3 times their book value, so many
legislators are having difficulty reconciling what appears to be an
inappropriate price tag (and, once again, a cost that taxpayers and
ratepayers would ultimately have to absorb). Currently, SCE customers pay a
FERC-approved transmission rate based upon a cost-plus formula. If the state
pays 2.3 times book value, it would equate to ratepayers paying two times
over for those same transmission lines. In addition, some legislators,
including former Democratic allies of Gov. Davis, have suggested that SCE
should be forced to enter bankruptcy as Pacific Gas & Electric Co. has done.
Naturally, legislators will approach the issue with their constituents in
mind, knowing that they will be accountable for how they vote on this plan.
Looking at the issue from a customer perspective, one could argue that SCE
declaring bankruptcy would create less financial hardship for California
customers than bailing out the utility and increasing rates. This will be a
major political challenge for California legislators to resolve if the
governor's plan becomes sponsored as a bill.

If I pull out my crystal ball and be so bold as to make projections in this
case, I would predict that there is little chance that Gov. Davis' rescue
plan for SCE will pass in its current form. The energy crisis in California
has become so politicized that legislators will be very reticent to approve
any measure that resembles a financial bailout for one of the utilities,
especially without obtaining something of value for the state in return. It
is Gov. Davis' personal agenda to obtain control over the state's
transmission assets, but I don't see this as being a priority for other
California lawmakers. Thus, the deal will be a tough sell unless some new
development occurs that puts owning SCE's transmission assets in the state's
best interest. Considering the many headaches associated with this business,
and the fact that the state has no expertise in this area, I don't see this
occurring. Consequently, the game is by no means over for SCE and its
potential for bankruptcy does not appear to have decreased to any large
extent. One large California utility is already in bankruptcy court. We could
be only days or weeks away from seeing SCE head in that direction as well.

An archive list of previous IssueAlerts is available at
www.scientech.com




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