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SECURITIES AND EXCHANGE COMMISSION
Washington, DC
In the matter of CERTIFICATE OF
Kansas City Power & Light Company, et al. NOTIFICATION
File No. 70-9861
Public Utility Holding Company Act of 1935
Great Plains Energy Incorporated, a Missouri corporation and
a registered holding company ("Great Plains Energy"), hereby
submits on behalf of itself and certain of Great Plains
Energy's subsidiaries, the following pursuant to Rule 24 of
the Public Utility Holding Company Act of 1935 (the "Act")
and the Commission's Order dated September 7, 2001, in the
above docket (HCAR 27436) (the "Order"). This Certificate
reports activity for the calendar quarter ended March 31,
2002. Capitalized terms not defined herein have the
meanings ascribed to them in the Order.
1. The sales of any Common Stock by Great Plains Energy
and the purchase price per share and the market price per
share at the date of the agreement of sale:
N/A
2. The total number of shares of Common Stock issued or
issuable under options granted during the quarter under any
Stock Plan or otherwise:
N/A
3. If Common Stock has been transferred to a seller of
securities of a company being acquired, the number of shares
so issued, the value per share and whether the shares are
restricted to the acquirer:
N/A
4. The amount and terms of any long-term debt, Preferred
Stock, or other forms of preferred or equity-linked
securities issued directly or indirectly during the quarter
by Great Plains Energy:
A. During the first quarter of 2002, KCP&L issued
$225 million fixed rate senior notes due March
2002. The notes bear interest at 6.0%. (U-6B-2
filed, see section 10 below.)
5. The amount and terms of any Short-term Debt issued by
Great Plains Energy or KCPL during the quarter:
A. Great Plains Energy entered into a 364-day revolving
loan facility with a syndicated bank group for $205 million
on March 13, 2002. The revolving note bears interest at the
eurodollar rate plus 0.85% (the actual rate of interest at 3-
31-02 was 2.6875%). Actual outstandings under the facility
at 3-31-02 was $160 million. This facility replaced the
prior $129 million facility reported in the Rule 24
Certifications for the quarter ended December 31, 2001.
B. Commercial paper issued through Bank One, Merrill
Lynch, and Citibank,
and remaining outstanding at March 31,2002,
totaled $31.4 million at an average interest rate
of 2.21%.
6. The name of the guarantor and of the beneficiary of any
Great Plains Energy Guarantee or Nonutility Subsidiary
Guarantee issued during the quarter, and the amount, terms
and purposes of the Guarantee:
TERM TERM
PARENT SUBSIDIARY AMOUNT START END PURPOSE
Subsidiaries of R.S. Andrews R.S. Andrews Enterprises, Inc. 3,000,000 2/21/02 3/15/03 credit support
Enterprises, Inc. (Note 1)
Great Plains Energy (Note 1) R.S. Andrews Enterprises, Inc. 3,000,000 2/21/02 3/15/03 credit support
Great Plains Energy (Note 2) Strategic Energy, L.L.C. 25,000,000 3/8/02 3/28/03 credit support
Great Plains Energy (Note 3) Strategic Energy, L.L.C. (Note 3) 2/15/02 4/15/02 credit support
KLT Inc. (Note 4) Strategic Energy, L.L.C. 16,000,000 1/31/02 3/28/02 credit support
KLT Inc. (Note 4) Strategic Energy, L.L.C. 250,000 3/15/02 3/15/03 credit support
Note 1: A Fourth Amendment to Credit Agreement between
R.S. Andrews Enterprises, Inc. ("RSAE") and LaSalle Bank
National Association, dated as of February 21, 2002, among
other things, increased the maximum available credit from
$22 million to $25 million. Great Plains Energy and RSAE
entered into a Support Agreement dated October 25, 2001,
under which Great Plains Energy agreed, in the event RSAE is
unable to make timely payment of interest or principal under
the Credit Agreement, to provide such funds to RSAE either
as equity or a subordinated loan. The amount shown for this
Great Plains Energy guaranty is the $3,000,000 increase in
the maximum available credit of $25 million under the
LaSalle Bank credit agreement.
The subsidiaries of RSAE jointly issued a guaranty, dated as
of March 17, 2000, of RSAE's obligations under the Credit
Agreement, as amended, and reaffirmed that guaranty and the
Security Agreement by instruments dated as of October 25,
2001 (increase by $2 million), and February 21, 2002
(increase by $3 million). The increase of $3 million in
February 2002 to maximum available credit is shown as the
subsidiaries' issuance of credit support in the first
quarter of 2002. The subsidiaries on the guaranty are: RSA
Services Termite & Pest Control, Inc., Premier Service
Systems, Inc., R.S. Andrews Enterprises of Alabama, Inc.,
R.S. Andrews Enterprises of Charleston, Inc., R.S. Andrews
Enterprises of Columbus, Inc., R.S. Andrews Enterprises of
Dallas, Inc., R.S. Andrews Enterprises of Kansas, Inc., R.S.
Andrews Enterprises of South Carolina, Inc., R.S. Andrews
Enterprises of Tennessee, Inc., R.S. Andrews Enterprises of
Topeka, Inc., R.S. Andrews Enterprises of Virginia, Inc.,
R.S. Andrews of Chattanooga, Inc., R.S. Andrews of DeSoto,
Inc., R.S. Andrews of Fairfax, Inc., R.S. Andrews of
Florida, Inc., RSA Services of Florida, Inc., R.S. Andrews
of Grand Prairie, Inc., R.S. Andrews of Grapevine, Inc.,
R.S. Andrews of Jonesboro, Inc., R.S. Andrews of Maryland,
Inc., R.S. Andrews of Orlando, Inc., R.S. Andrews of Palm
Beach, Inc., R.S. Andrews of Sacramento, Inc., R.S. Andrews
Services, Inc., R.S. Andrews Showcase of Atlanta, Inc., R.S.
Andrews of Stuart I, Inc., R.S. Andrews of Stuart II, Inc.,
R.S. Andrews of Tidewater, Inc., R.S. Andrews of Vero Beach,
Inc., and R.S. Andrews of Wilmington, Inc.
Note 2: Prior KLT Inc. guarantee on a Strategic Energy,
L.L.C. $25 million letter of credit facility with PNC Bank,
National Association, dated as of March 30, 2001, as
amended, was terminated on March 8, 2002, and a Great
Plains Energy guarantee was substituted. The amount shown
for this Great Plains Energy guarantee is the maximum
aggregate face amounts of letters of credit available under
this facility.
Note 3: Strategic Energy caused to be issued a $133,410
letter of credit under its $25 million letter of credit
facility with PNC Bank, National Association, for the
benefit of a counterparty. At the time the letter of credit
was issued, the PNC facility was guaranteed by KLT Inc. On
March 8, 2002, the KLT Inc. guarantee terminated and a Great
Plains Energy guarantee was substituted as described in Note
2. The amount of this guaranteed letter of credit is
reflected in the amount shown for the Great Plains Energy
guarantee.
Note 4: Renewals of surety bonds issued on behalf of
Strategic Energy, L.L.C. during the first quarter of 2002
pursuant to a General Agreement of Indemnity issued by KLT
Inc. and Strategic Energy, L.L.C., in favor of Federal
Insurance Company, dated as of February 21, 2001.
7. The amount and terms of any financings consummated by
any Nonutility Subsidiary during the quarter that are not
exempt under rule 52:
N/A
8. The notional amount and principal terms of any Interest
Rate Hedge entered into during the quarter and the identity
of the parties to the instruments:
N/A
9. The name, parent company, and amount invested in any
new Intermediate Subsidiary or Financing Subsidiary during
the quarter:
N/A
10. A list of Form U-6B-2 statements filed with the
Commission during the quarter, including the name of the
filing entity and the date of the filing:
U-6B-2 filed by Great Plains Energy (Kansas City
Power & Light Company shown as filer on the form), dated
January 3, 2002.
U-6B-2 filed by Great Plains Energy (Strategic Energy,
L.L.C. shown as filer on the form), dated January 22, 2002.
U-6B-2 filed by Great Plains Energy (Strategic Energy,
L.L.C. shown as filer on the form), dated February 26, 2002.
U-6B-2 filed by Great Plains Energy (Strategic Energy,
L.L.C. shown as filer on the form), dated March 18, 2002.
U-6B-2 filed by Kansas City Power & Light Company,
dated March 20, 2002.
U-6B-2 filed by Great Plains Energy on behalf of its
subsidiary Strategic Energy, L.L.C. dated March 21, 2002.
U-6B-2 filed by Great Plains Energy on behalf of itself
and certain of its subsidiaries, dated March 28, 2002.
11. 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 Great Plains Energy,
that has engaged in any jurisdictional financing
transactions during the quarter:
The consolidated balance sheets of Great Plains Energy
and KCPL are incorporated by reference to the current report
on form 10-Q dated 5-10-02 in File No. 000-33207 and 1-707.
Balance sheets for KLT Inc. and R.S. Andrews
Enterprises, Inc. are being filed confidentially pursuant to
Rule 104.
S I G N A T U R E
Pursuant to the requirements of the Act, the
undersigned company has duly
caused this document to be signed on its behalf by the
undersigned thereunto
duly authorized.
Date: May 30, 2002.
Kansas City Power & Light Company
By: /s/Andrea F. Bielsker
Andrea F. Bielsker
Senior Vice President - Finance,
Chief Financial Officer and Treasurer
Great Plains Energy Incorporated