Houlton Water Company v. Public Utilitites Commission , 2016 Me. LEXIS 190 ( 2016 )

MAINE SUPREME JUDICIAL COURT Reporter of Decisions
Decision: 2016 ME 168 Docket: PUC-14-470
Argued: March 2, 2016
Decided: November 17, 2016
Panel: SAUFLEY, C.J., and MEAD, GORMAN, JABAR, HJELM, and HUMPHREY, JJ.
HOULTON WATER COMPANY et al.
v.
PUBLIC UTILITIES COMMISSION et al.
HJELM, J.
[¶1] We are called on for the second time to consider a decision of the
Maine Public Utilities Commission approving a petition for reorganization
filed by Bangor Hydro-Electric (BHE) and Maine Public Service Company
(MPS), which were regulated utilities engaged in the transmission and
distribution of electricity, and, during the pendency of this proceeding,
merged to become Emera Maine. Under the proposed reorganization, Emera
Maine’s parent company, Emera, Inc., would increase its ownership interest in
Algonquin Power & Utilities Corporation (APUC), which is a publicly-traded
company that is in the electricity generation business with generation
facilities located in Maine. Because of the relationship that would result
2
between Emera Maine, as a transmission and distribution entity, and APUC, a
generator, the petition is subject to approval by the Commission.
[¶2] In the first appeal, we vacated the Commission’s order approving
the petition1 because the Commission misconstrued the governing statute in
the Electric Industry Restructuring Act, 35-A M.R.S. §§ 3201-3217 (2015). See
Houlton Water Co. v. Pub. Utils. Comm’n (Houlton I), 2014 ME 38, ¶¶ 35-38,
87 A.3d 749. On remand, the Commission again approved the petition. On
this second appeal, filed by Houlton Water Company and the Industrial Energy
Consumer Group (collectively, the intervenors), we conclude that the
Commission acted outside of its authority when, in an effort to control the
statutorily harmful effects of the transaction, it imposed conditions that would
regulate APUC beyond what the Restructuring Act allows. We therefore
vacate the Commission’s order and remand with instructions to deny the
petition.
I. STATUTORY OVERVIEW AND BACKGROUND
[¶3] As we discussed in Houlton I, when the Legislature enacted the
Restructuring Act, one of its objectives was to encourage “competition and
1 Also at issue in the first appeal was a separate reorganization petition that would have allowed
Emera to become involved in a wind power venture. Houlton Water Co. v. Pub. Utils. Comm’n
(Houlton I), 2014 ME 38, ¶ 1, 87 A.3d 749. As we discuss in this opinion, Emera has withdrawn
from that venture, and it is no longer at issue.
3
innovation in the generation of electrical power.” Id. ¶ 3; 35-A M.R.S. § 3204;
see also Cent. Me. Power Co. v. Pub. Utils. Comm’n, 2014 ME 56, ¶ 2,
90 A.3d 451. To promote that goal, the Legislature separated the generation
of electricity from the transmission and distribution of electricity (T&D); and
“greatly reduced” the Commission’s regulatory authority over producers and
generators of electricity to the extent that the parties to this proceeding “refer
to power generation as ‘unregulated’ in Maine”; but preserved the
Commission’s authority to highly regulate T&D entities. Houlton I, 2014 ME
38, ¶¶ 4-5, 87 A.3d 749.
[T]he Act mandated that companies holding both generation and
T&D assets divest themselves of the generation assets and
generation-related activities . . . . Following divestiture, the
Commission continues to regulate and oversee T&D utilities,
which hold monopolistic rights to the limited T&D resources in
Maine. Because the Restructuring Act allowed the
investor-owned electric utilities to keep their transmission and
distribution assets, the former electricity providers were
transformed into transmission and distribution utilities fully
regulated by the Commission.
Id. ¶ 4 (citation and quotation marks omitted). As an element of the
Commission’s extensive regulation of T&D utilities, proposed reorganizations
of T&D utilities are subject to the Commission’s approval. Id. ¶ 6; 35-A M.R.S.
§§ 708(2), 3204(5) (2015).
4
[¶4] In April 2011, BHE and MPS petitioned the Commission pursuant
to 35-A M.R.S. § 708(2),2 which applies to the reorganization of utilities, to
authorize their parent company, Emera, to increase its ownership position in
APUC to 25% from roughly 8%.3 As we described the proposed affiliate
structure in Houlton I, “the proposed transactions would allow Maine’s
regulated T&D utilities—Bangor Hydro and MPS [now Emera Maine]—to be
held in common ownership with companies engaged in electricity generation
in Maine.” 2014 ME 38, ¶ 9, 87 A.3d 749. The parties agree that this would
result in an “affiliated interest” between Emera Maine and APUC within the
meaning of 35-A M.R.S. § 707(1)(A) (2015). See Houlton I, 2014 ME 38, ¶¶ 9,
25, 87 A.3d 749.
[¶5] Additionally, in a separate petition, Northeast Wind Holdings, LLC,
which was owned by Emera, filed a reorganization petition that would
2 Title 35-A M.R.S. § 708 has been amended, see P.L. 2011, ch. 623, §§ A-13, A-14 (effective
Aug. 30, 2012) (codified at 35-A M.R.S. § 708 (2015)), but the amended subsection is not the
subsection under which BHE and MPS petitioned the Commission.
3 The term reorganization encompasses
any creation, organization, extension, consolidation, merger, transfer of ownership
or control, liquidation, dissolution or termination, direct or indirect, in whole or in
part, of an affiliated interest as defined in section 707 accomplished by the issue,
sale, acquisition, lease, exchange, distribution or transfer of voting securities or
property.
35-A M.R.S. § 708(1)(A). Here, the APUC transaction would create an “affiliated interest” as defined
in section 707, see infra ¶ 6 n.4, and is thus subject to the Commission’s oversight under section
708.
5
authorize Emera to engage in a joint venture with a wind energy development
company to create a new wind power generation company. The Commission
consolidated the two petitions and held a hearing in late 2011 and early 2012.
[¶6] After the hearing was completed, in April 2012 the Commission
issued an order approving the two proposed transactions,4 concluding, as to
the APUC transaction, that Emera Maine had met its burden of showing that
ratepayers would not suffer a net harm pursuant to section 708, which
provides in part that the Commission may approve utility reorganizations,
including the creation of affiliates, if the reorganization “is consistent with the
interests of the utility’s ratepayers and investors.” 35-A M.R.S. § 708(2)(A).
[¶7] In approving the petitions, the Commission interpreted section
3204(5)5 as foreclosing a T&D utility from having a financial interest in a
generation asset only if the T&D utility controlled the generator. With respect
to the APUC transaction, the Commission determined that pursuant to that
test, the proposed transaction did not violate the Restructuring Act because
4 Because of changes in collateral transactions involving APUC while the matter was pending
before the Commission, Emera’s ownership share of APUC as approved by the Commission was
reduced to 20% from the originally proposed 25%. Because an affiliated interest is defined as one
of at least 10%, see 35-A M.R.S. § 707(1)(A) (2015), the reduction in Emera’s position in APUC did
not affect the statutory analysis.
5 Section 3204(5) provides, “[e]xcept as otherwise permitted under this chapter, on or after
March 1, 2000, an investor-owned transmission and distribution utility may not own, have a
financial interest in or otherwise control generation or generation-related assets.” 35-A M.R.S.
§ 3204(5) (2015).
6
Emera Maine, as the T&D entity, would not have an equity interest or voting
position in APUC—in other words, because Emera Maine would not control
APUC.
[¶8] The Commission also considered whether the transactions would
compromise competition in the energy market. The Commission found,
These affiliations raise significant concerns regarding the possible
exercise of preferential treatment by a utility to its competitive
affiliates. This preferential treatment could include allowing an
affiliated generator . . . to gain access to non-public, strategically
important information or through favorable treatment in terms of
construction of or access to transmission facilities or services.
The consequences could appear in two somewhat different
respects: (1) harm to ratepayers of BHE and MPS in the form of
higher T&D rates; and (2) harm to the [competitiveness] of the
market (and competitors in the market) from preferential
treatment of affiliates which lead ultimately to higher electricity
supply prices for consumers.
Although the Commission found these risks of preferential treatment arising
from the wind power venture to be “both real and significant,” it also
determined that those concerns were of “lesser importance” in the APUC
transaction but that the financial risks generated by that reorganization would
be eliminated if conditions were imposed.
[¶9] The Commission conditioned its approval of both petitions on
compliance by the parties and other affected entities with more than fifty
conditions. Some of those conditions relate exclusively to the APUC
7
transaction, others to the wind power transaction, and the remainder to both.
The conditions address issues such as structural separation, financial risk,
codes of conduct, and divestiture; and the conditions contain extensive
requirements of external audits, service restrictions, and the maintenance of
separate credit facilities, among other things.
[¶10] Significant for purposes of this appeal, in approving the
reorganization petition, the Commission imposed conditions on electricity
generators, including APUC itself. As the conditions apply to APUC, they
include a requirement that APUC not permit Emera to participate in
decision-making regarding APUC’s generation of power in Maine; that, to the
extent that the Commission determines that APUC’s operations relate to BHE
and MPS operations in Maine, APUC provide the Commission with access to its
books and records, respond to discovery requests and participate in
Commission proceedings without being allowed to object on the basis that the
Commission does not have jurisdiction; and that the Commission have
authority to order APUC to divest itself of certain power generation units. The
Commission also required, as a condition to approval of the petitions, that
APUC submit a letter accepting the Commission’s authority to enforce the
order against it.
8
[¶11] Houlton Water, the Office of the Public Advocate, and the
Industrial Energy Consumer Group appealed the Commission’s order as
intervenors. We concluded that the Commission’s interpretation of section
3204(5) was erroneously narrow and held that even if a T&D entity would not
ultimately obtain actual control of the electricity generator, that statute
nonetheless prohibits the T&D from becoming affiliated with an electricity
generator if the affiliation will become “likely to produce [in the T&D]
incentives for favoritism that would undermine the purpose of the
[Restructuring] Act.” Houlton I, 2014 ME 38, ¶¶ 35, 37, 87 A.3d 749. We
vacated the Commission’s order and remanded the matter for the Commission
to reconsider the petition under the clarified statutory standard. Id. ¶¶ 2, 38.
[¶12] On remand, choosing to proceed on the existing record, the
Commission entered an order in October 2014 approving the petitions by a
two-to-one vote. As to the APUC transaction, the Commission concluded that
“the reorganization[] result[s] in Emera Maine having a ‘financial interest’ in
generation merely as a result of its affiliation with Northeast Wind
Partners . . . and [APUC] through common ownership by the parent company,
Emera.” The Commission determined, however, “that the [p]roposed
[t]ransactions, when subject to the substantial conditions imposed pursuant to
9
our 35-A M.R.S. § 708 authority . . . do not violate the provisions of
[section] 3204(5) as interpreted by the Law Court [in Houlton I].” (Emphasis
added.) In other words, the Commission took the view that although Emera
Maine would have a financial interest in generation that would be likely to
create favoritism, that interest would be “adequately addressed through § 708
conditions,” thus falling short of creating any unlawful incentives. The
Commission imposed the same conditions contained in its April 2012 order in
which it had originally approved the petitions. The intervenors again
appealed.6 See 35-A M.R.S. § 1320 (2015).
[¶13] While the appeal was pending, Emera Maine notified the
Commission that Emera had agreed to sell its interest in the wind power
venture to its partner in that proposed transaction. In January 2015, the
Commission issued an order determining that its approval was not required
for Emera to withdraw from the joint venture. Within several days after that
order was issued, Emera formally withdrew from the venture. The
Commission then moved that we stay this appeal so that the Commission
could consider the effect of that development on the October 2014
consolidated order in which it had approved both the Northeast Wind and
6 The Office of the Public Advocate, which previously appeared as an intervenor, has not
participated in this appeal.
10
APUC transactions. We denied the motion and ordered that the appeal
proceed in the normal course.
[¶14] Following the issuance of our order, the Commission allowed the
parties an opportunity to be heard on the effect of the rescinded wind power
transaction on the October 2014 order, part of which addressed Emera’s
now-withdrawn involvement in the wind energy project. Rejecting the
intervenors’ argument to the contrary, the Commission determined that the
pendency of this appeal did not deprive the Commission of authority to
proceed. The Commission then issued an order in August 2015, which
addressed the effect of Emera’s withdrawal from the wind power venture on
the October 2014 order by eliminating thirteen of the conditions attached to
the earlier order authorizing the reorganizations, and modifying eight others.
The conditions applicable to APUC noted above, see supra ¶ 10, remained
unchanged.
[¶15] The intervenors appealed from that order and moved to
consolidate their appeals and permit supplemental briefing. We granted the
motion, and the parties filed supplemental briefs to address the issues raised
by the new appeal.
11
II. DISCUSSION
[¶16] We first consider whether the pendency of this appeal affected
the Commission’s authority to modify the October 2014 order as a result of
Emera’s decision not to proceed with the joint wind power venture. After
identifying the operative Commission decision, we address the intervenors’
challenges to that decision.
A. The Commission’s Authority to Modify the October 2014 Decision
[¶17] The intervenors argue that because the appeal of the
Commission’s October 2014 decision was pending when the Commission
modified that decision in August 2015, the modification is void.
[¶18] This issue reveals a conflict between two statutes governing the
procedure for appeals from Commission decisions. One of the statutes,
35-A M.R.S. § 1320(3) (2015), is framed in broad terms and provides
generally that the rules of appellate process apply to appeals from
Commission decisions: where rules regulating civil appeals from the Superior
Court “use[] the term[] ‘the court,’ . . . they shall for purposes of an appeal
from the commission mean ‘the commission.’” See also 35-A M.R.S. § 1320(1)
(2015) (“An appeal from a final decision of the commission may be taken to
the Law Court on questions of law in the same manner as an appeal taken
12
from a judgment of the Superior Court in a civil action.”); M.R. App. P. 22
(effectively implementing section 1320).
[¶19] As one ostensible effect of section 1320, Maine Rule of Appellate
Procedure 3(b) would apply here. That rule, subject to specific exceptions
that are inapplicable in this case, prohibits a trial court—and therefore,
pursuant to section 1320, the Commission—from taking any action affecting a
case that is on appeal. Viewed in isolation, Rule 3(b) therefore would
preclude the Commission from revising its October 2014 order while an
appeal from that order was pending.
[¶20] In contrast, a different statute, 35-A M.R.S. § 1321 (2015),
provides that “[t]he commission may at any time rescind, alter or amend any
order it has made.” (Emphasis added). As applied here, section 1321 affects a
narrow aspect of appellate procedure by preserving the Commission’s
authority to alter or amend any order, at any time—even while an appeal is
pending. In this way, section 1321 is inconsistent with the broadly framed
provisions of section 1320 that subject appeals from Commission decisions to
the constraints of Rule 3(b).
[¶21] As a familiar principle of statutory construction, specific statutes
prevail over general ones when the two are inconsistent. Fleet Nat'l Bank v.
13
Liberty, 2004 ME 36, ¶ 10, 845 A.2d 1183; see also 2B Singer & Singer,
Sutherland Statutory Construction § 51:2 at 215 (7th ed. 2012) (“If an
irreconcilable conflict does exist between two statutes, the more specific
statute controls over the more general one . . . .”). Applying this principle to
resolve the conflict between sections 1320 and 1321, we conclude that the
more general provisions of section 1320, which covers many aspects of
appellate procedure in an undifferentiated way, yield to the more specific
terms of section 1321. As a result, notwithstanding Rule 3(b), section 1321
preserved to the Commission the authority to issue the amended order in
August 2015, even though that administrative action revised an order that
was the subject of a pending appeal.
[¶22] We now consider the merits of intervenors’ challenges to that
order.
B. Commission Approval of APUC Transaction
[¶23] The central issue raised by the intervenors on this appeal focuses
on the limitations of the Commission’s authority to impose certain conditions
as a predicate to its approval of the APUC transaction.
[¶24] Pursuant to section 3204(5), a T&D entity is prohibited from
“own[ing], hav[ing] a financial interest in or otherwise control[ling]
14
generation or generation-related assets,” subject to certain exceptions not
applicable here. 35-A M.R.S. § 3204(5). In Houlton I, we addressed the nature
of the “financial interest” that is barred when a reorganization results in a
regulated affiliate interest: “if the relationship among the entities results in
the T&D utility having a financial interest that would provide an incentive to
favor certain generators over others, the proposed corporate restructuring is
prohibited pursuant to section 3204(5).” 2014 ME 38, ¶ 36, 87 A.3d 749.
[¶25] In this proceeding, the Commission determined that the
proposed affiliation would give Emera—an owner of a company possessing
T&D assets—a financial interest in APUC’s electricity generation assets, which,
without intervention, would be likely to create an incentive for Emera to favor
APUC over other generators. Seeking to eliminate this consequence of the
proposed transaction, the Commission invoked its authority pursuant to
section 708, which requires the Commission, when approving a
reorganization of public utilities such as is proposed here, to “impose such
terms, conditions or requirements as, in its judgment, are necessary to protect
the interests of ratepayers.” 35-A M.R.S. § 708(2)(A).
[¶26] In its October 2014 order, the Commission determined that
imposition of many specific conditions pursuant to section 708 would negate
15
an “incentive for favoritism . . . that would require [the Commission] to
disallow those transactions under [s]ection 3204(5).” The intervenors
contend that once the Commission made the initial finding that the
reorganization would give Emera incentives of favoritism toward some
generators, the Commission erred by resorting to section 708 and imposing
conditions in an effort to ameliorate that resulting favoritism. The
intervenors go on to argue that because the Commission may not use its
authority under section 708 to transform a reorganization that violates
section 3204(5) into one that satisfies the requirements of that statute, the
Commission erred by approving the APUC transaction. Emera Maine and the
Commission argue, on the other hand, that the Commission acted properly
when it took those conditions into account before finally determining that
Emera’s financial interest would not likely create an incentive for favoritism
toward APUC.
[¶27] “We review decisions of the Commission with great
deference[,] . . . disturb[ing] a decision only when the Commission abuses the
discretion entrusted to it, or fails to follow the mandate of the legislature, or to
be bound by the prohibitions of the constitution.” Taylor v. Pub. Utils. Comm’n,
2016 ME 71, ¶ 5, 138 A.3d 1214 (citation and quotation marks omitted).
16
[¶28] The procedural history of this case demonstrates that the
conditions set out in the most recent order, issued in August 2015, relate only
to the proposed APUC transaction and are intended to satisfy the
requirements of section 3204(5). The Commission first formulated conditions
applicable to both the APUC and wind power transactions in its April 2012
order, where the Commission concluded that the transactions “raise
significant concerns regarding the possible exercise of preferential treatment
by a utility to its competitive affiliates”—precisely the type of “financial
interest” that we later determined in Houlton I is prohibited by section
3204(5). The nature of the preferential treatment that concerned the
Commission included the potential for sharing of “non-public, strategically
important information,” and “favorable treatment in terms of construction of
or access to transmission facilities or services.” On remand, the Commission
framed its analysis based on the construction of section 3204(5) that we
prescribed in Houlton I and made clear that the purpose of the conditions it
formulated was still to prevent any “incentive for favoritism . . . that would
require us to disallow those transactions under Section 3204(5).” Although in
its August 2015 order the Commission modified the set of conditions it had
17
previously imposed to account for Emera’s withdrawal from the wind power
venture, the purpose of those conditions did not change.
[¶29] Given this history, we must view the entire body of the conditions
contained in its most recent order to represent the Commission’s view of what
is necessary for the APUC transaction to meet, in the least restrictive way, the
requirements of section 3204(5)—that a T&D entity may not have a financial
interest in an electricity generator that is likely to produce incentives for
favoritism—and not for some reason unrelated to the requirements of that
statute.
[¶30] As discussed above, the Restructuring Act is “intended to
effectuate the Legislature’s goal of encouraging competition and innovation in
the generation of electrical power.” Houlton I, 2014 ME 38, ¶ 3, 87 A.3d 749.
An essential ingredient to achieve that result is to largely deregulate
electricity generation. Indeed, as we pointed out in Houlton I, the parties
themselves
refer to power generation as “unregulated” in Maine, although the
generators are subject to some restrictions and must be licensed.
See generally 35-A M.R.S. § 3202 (deregulating retail access to
generation services); id. § 3203 (authorizing the Commission to
license competitive electricity providers).
Id. ¶ 5. 18
[¶31] Here, the conditions crafted by the Commission that are directed
toward APUC constitute forms of agency oversight and control that are
contrary to both the letter and purpose of the Restructuring Act. That the
Commission even saw the need to explicitly articulate particular controls over
APUC as a condition to approving an increase in Emera’s stock ownership of
APUC is itself a demonstration that most or all of those conditions do not exist
by operation of statute or otherwise.7
[¶32] Beyond this, the Legislature has conferred general grants of
authority to the Commission in several statutes. In 35-A M.R.S. § 104 (2015),
for example, the Commission is deemed to have “all implied and inherent
powers . . . necessary and proper to execute faithfully its express powers and
functions specified in this Title [35-A].” Additionally pursuant to section 708,
the Commission, when approving a reorganization, has the authority to
“impose such terms, conditions or requirements as, in its judgment, are
necessary to protect the interests of ratepayers.” 35-A M.R.S. § 708(2)(A).
[¶33] The extent of the Commission’s authority as created by these
statutes is circumscribed by the principle that the agency’s action must not be
7 One of the conditions that the Commission imposed on APUC would require APUC to allow the
Commission access to its books and records. In contrast to the other conditions addressed in the
text, this form of agency intervention into matters of an affiliated generator appears to be
statutorily authorized. See 35-A M.R.S. § 708(2)(A)(1).
19
inconsistent with—in this case—the foundational legislative framework that
gives electricity generators the freedom to operate with only minimal
regulatory constraint. See Houlton I, 2014 ME 38, ¶ 5, 87 A.3d 749. Here, as
an integral part of its approval of the APUC transaction, the Commission has
attempted to materially expand the scope of its regulatory authority over an
electricity generator beyond what the Restructuring Act will allow—for
example, by requiring APUC to exclude Emera, which would own a significant
ownership stake in APUC, from participating in certain decisions regarding
power generation; by requiring APUC to authorize the Commission to direct
that it divest itself of power generation facilities; and by requiring APUC to
participate in Commission proceedings without the right to object on the
ground that the Commission is without jurisdiction. The scope and depth of
the Commission’s regulatory weight affecting APUC as a generator is
contravened by the Restructuring Act.8 Cf. Town of Eagle Lake v. Comm’r, Dep’t
of Educ., 2003 ME 37, ¶ 7, 818 A.2d 1034 (stating that statutes are to be
construed to achieve legislative purpose).
8 In its April 2012 and October 2014 orders, the Commission also imposed regulatory conditions
on First Wind, which is the wind power producer that was associated with the joint venture from
which Emera withdrew. The Commission abrogated the conditions specific to the wind power
venture in its August 2015 order and, for the reasons discussed supra at ¶¶ 14-16, those conditions
are no longer at issue.
20
[¶34] In Houlton I, we did not hold that section 3204(5) prohibits a
T&D entity from acquiring any financial interest in an electricity generator.
Rather, we concluded that section 3204(5) bars the creation of a financial
interest that would likely produce incentives for favoritism that would
undermine the purpose of the Restructuring Act. Houlton I, 2014 ME 38, ¶ 36,
87 A.3d 749. To adjudicate the issue presented on this appeal, we need not
decide whether as a general matter section 708 authorizes the Commission to
impose conditions that would negate an otherwise proscribed financial
interest when T&D and generation entities become affiliated. Rather, we need
hold only that the Commission acted outside of its authority when it imposed
conditions on an electricity generator such as APUC, where those conditions
contravene the legislative framework of allowing generators to operate with
very little regulatory governance. Because those conditions constitute a
material portion of the underlying framework that the Commission viewed as
necessary to approve the APUC transaction, we must vacate the Commission’s
decision and remand with instructions to deny the reorganization petition.
The entry is:
Order of the Public Utilities Commission
vacated. Remanded to the Commission with
instructions to deny the petition.
21
On the briefs:
Alan G. Stone, Esq., and Benjamin J. Smith, Esq., Skelton,
Taintor & Abbott, Auburn, for appellant Houlton Water
Company
Anthony Buxton, Esq., Andrew Landry, Esq., and Robert
Borowski, Esq., Preti, Flaherty, Beliveau & Pachios, Augusta,
for appellant Industrial Energy Consumer Group
William S. Harwood, Esq., and Rachel M. Wertheimer, Esq.,
Verrill Dana LLP, Portland, for appellee Emera Maine
Charles Cohen, Esq., and Leslie Raber, Esq., Maine Public
Utilities Commission, Augusta, for appellee Maine Public
Utilities Commission
At oral argument:
Benjamin J. Smith, Esq., for appellant Houlton Water
Company
Charles Cohen, Esq., for appellee Maine Public Utilities
Commission
William S. Harwood, Esq., for appellee Emera Maine
Public Utilities Commission docket number 2011-170
FOR CLERK REFERENCE ONLY