WISCONSIN ELECTRIC POWER CO
10-Q/A, 1997-08-15
ELECTRIC SERVICES
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<PAGE>


                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D. C. 20549

                                  FORM 10-Q/A 

                                AMENDMENT NO. 1
                                      TO

 [X]           QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                    OF THE SECURITIES EXCHANGE ACT OF 1934

  For the Quarterly Period Ended June 30, 1997

                                      OR

 [ ]           TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
                    OF THE SECURITIES EXCHANGE ACT OF 1934

  For the transition period from                to
                                 -------------      -------------

Commission      Registrant; State of Incorporation;          IRS Employer
File Number        Address; and Telephone Number          Identification No.
- -----------     -----------------------------------       ------------------

  1-1245         WISCONSIN ELECTRIC POWER COMPANY             39-0476280
                 (A Wisconsin Corporation)
                 231 West Michigan Street
                 P.O. Box 2046
                 Milwaukee, WI 53201
                 (414) 221-2345



Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days.  Yes [X]     No [ ]

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date (August 1, 1997):

Wisconsin Electric Power Company        Common stock, $10 Par Value,
                                        33,289,327 shares outstanding.
                                        Wisconsin Energy Corporation is the
                                        sole holder of Wisconsin Electric
                                        Power Company common stock.
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                       WISCONSIN ELECTRIC POWER COMPANY
                       --------------------------------
                                AMENDMENT NO. 1
                                      TO
               QUARTERLY REPORT ON FORM 10-Q DATED JUNE 30, 1997


       The undersigned registrant hereby amends the following items, financial
statements, exhibits or other portions of its Quarterly Report for the period
ended June 30, 1997 on Form 10-Q as set forth in the pages attached hereto:


                          PART II - OTHER INFORMATION

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

     This amendment is filed for the purpose of substituting the correct
Financial Data Schedule for Wisconsin Electric Power Company for the six
months ended June 30, 1997, which was inadvertently not submitted with the
original filing of this Form 10-Q.

     Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this amendment to be signed on its behalf by the
undersigned, thereunto duly authorized.


                                         WISCONSIN ELECTRIC POWER COMPANY
                                      --------------------------------------
                                                   (Registrant)




                                      /s/ Calvin H. Baker
                                      ---------------------------------------
Date:   August 15, 1997               Calvin H. Baker, Vice President -
                                         Finance, Chief Financial Officer 
                                         and duly authorized officer



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<TABLE> <S> <C>
<PAGE>
   
<ARTICLE>                                                              UT
<LEGEND>    THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED
            FROM THE UNAUDITED FINANCIAL STATEMENTS OF WISCONSIN ELECTRIC
            POWER COMPANY FOR THE SIX MONTHS ENDED JUNE 30, 1997 AND IS
            QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL
            STATEMENTS.
<MULTIPLIER>                                                        1,000
       
<S>                                                           <C>
<CURRENCY>                                                   U.S. DOLLARS
<FISCAL-YEAR-END>                                             DEC-31-1997
<PERIOD-START>                                                JAN-01-1997
<PERIOD-END>                                                  JUN-30-1997
<PERIOD-TYPE>                                                       6-MOS
<EXCHANGE-RATE>                                                         1
<BOOK-VALUE>                                                     PER-BOOK
<TOTAL-NET-UTILITY-PLANT>                                       3,043,653
<OTHER-PROPERTY-AND-INVEST>                                       491,901
<TOTAL-CURRENT-ASSETS>                                            476,972
<TOTAL-DEFERRED-CHARGES>                                          453,272
<OTHER-ASSETS>                                                          0
<TOTAL-ASSETS>                                                  4,465,798
<COMMON>                                                          332,893
<CAPITAL-SURPLUS-PAID-IN>                                         280,689
<RETAINED-EARNINGS>                                             1,037,191
<TOTAL-COMMON-STOCKHOLDERS-EQ>                                  1,650,773
                                                   0
                                                        30,450
<LONG-TERM-DEBT-NET>                                            1,172,045
<SHORT-TERM-NOTES>                                                 50,495
<LONG-TERM-NOTES-PAYABLE>                                         172,726
<COMMERCIAL-PAPER-OBLIGATIONS>                                     51,897
<LONG-TERM-DEBT-CURRENT-PORT>                                     156,905
                                               0
<CAPITAL-LEASE-OBLIGATIONS>                                        25,906
<LEASES-CURRENT>                                                   13,156
<OTHER-ITEMS-CAPITAL-AND-LIAB>                                  1,141,445
<TOT-CAPITALIZATION-AND-LIAB>                                   4,465,798
<GROSS-OPERATING-REVENUE>                                         913,597
<INCOME-TAX-EXPENSE>                                               27,670
<OTHER-OPERATING-EXPENSES>                                        788,574
<TOTAL-OPERATING-EXPENSES>                                        816,244
<OPERATING-INCOME-LOSS>                                            97,353
<OTHER-INCOME-NET>                                                 (3,777)
<INCOME-BEFORE-INTEREST-EXPEN>                                     93,576
<TOTAL-INTEREST-EXPENSE>                                           55,942
<NET-INCOME>                                                       37,634
                                           601
<EARNINGS-AVAILABLE-FOR-COMM>                                      37,033
<COMMON-STOCK-DIVIDENDS>                                          125,048
<TOTAL-INTEREST-ON-BONDS>                                               0
<CASH-FLOW-OPERATIONS>                                            227,519
<EPS-PRIMARY>                                                           0
<EPS-DILUTED>                                                           0
<FN>
Earnings per share of common stock is not applicable because all of the
company's common stock is owned by Wisconsin Energy Corporation.
See financial statements and notes in accompanying 10-Q.
        
    <PAGE>
</TABLE>


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