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<PAGE> 1
File No. 70-8345
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
AMENDMENT NO. 2 TO
FORM U-1 APPLICATION
UNDER THE
PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
____________________
CENTRAL POWER AND LIGHT COMPANY
539 North Carancahua Street
Corpus Christi, Texas 78401
PUBLIC SERVICE COMPANY OF OKLAHOMA
212 East 6th Street
Tulsa, Oklahoma 74119
SOUTHWESTERN ELECTRIC POWER COMPANY
428 Travis Street
Shreveport, Louisiana 71156
WEST TEXAS UTILITIES COMPANY
301 Cypress
Abilene, Texas 79601
(Names of companies filing this statement and addresses
of principal executive offices)
____________________
CENTRAL AND SOUTH WEST CORPORATION
(Name of top registered holding company parent)
____________________
Stephen J. McDonnell, Treasurer
Central and South West Corporation
1616 Woodall Rodgers Freeway
Dallas, Texas 75202
Joris M. Hogan, Esq.
Milbank, Tweed, Hadley & McCloy
1 Chase Manhattan Plaza
New York, New York 10005
(Names and addresses of agents for service)
<PAGE> 2
Central Power and Light Company, a Texas corporation ("CPL"), Public
Service Company of Oklahoma, an Oklahoma corporation ("PSO"), Southwestern
Electric Power Company, a Delaware corporation ("SWEPCO"), and West Texas
Utilities Company, a Texas corporation ("WTU"), are electric utility
subsidiaries of Central and South West Corporation ("CSW"), a registered
holding company under the Public Utility Holding Company Act of 1935, as
amended (the "Act"). CPL, PSO, SWEPCO and WTU are referred to collectively
herein as the "CSW Companies." The CSW Companies hereby file this Amendment
No. 2 for the purposes of amending Item 6. In all other respects, Application
as previously filed and as heretofore amended will remain the same.
Item 6. Exhibits and Financial Statements.
Item 6 is hereby amended to file the following exhibit:
Exhibit 2 - Financial Statements per books and pro forma as of
December 31, 1993 for CSW and the CSW Companies.
<PAGE> 3
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
document to be signed on their behalf by the undersigned thereunto duly
authorized.
Dated: April 26, 1994
CENTRAL POWER AND LIGHT COMPANY
By: /s/ DAVID P. SARTIN
David P. Sartin
Controller
PUBLIC SERVICE COMPANY OF OKLAHOMA
By: /s/ DAVID M. THOMISON
David M. Thomison
Treasurer
SOUTHWESTERN ELECTRIC POWER COMPANY
By: /s/ A. G. HAMMETT, III
A. G. Hammett, III
Treasurer
WEST TEXAS UTILITIES COMPANY
By: /s/ SHIRLEY BRIONES
Shirley Briones
Treasurer
<PAGE> 1
EXHIBIT INDEX
Exhibit Transmission
Number Exhibit Method
- ------- ------- ------------
2 Financial Statements per books and pro Electronic
forma as of December 31, 1993 for CSW
and the CSW Companies.
<PAGE> 1
EXHIBIT 2
---------
INDEX
TO
FINANCIAL STATEMENTS
Page
Number
CENTRAL AND SOUTH WEST CORPORATION AND SUBSIDIARY COMPANIES
Consolidated Balance Sheets - Per Books and Pro Forma
as of December 31, 1993 3 - 4
Consolidated Statement of Income for the Twelve Months Ended
December 31, 1993 5
Consolidated Statement of Retained Earnings for the Twelve
Months Ended December 31, 1993 6
Statements of Long-Term Debt Outstanding as of December 31, 1993 7 - 10
Statements of Preferred Stock Outstanding as of December 31, 1993 11 - 12
CENTRAL AND SOUTH WEST CORPORATION (CORPORATE)
Balance Sheets - Per Books and Pro Forma as of December 31, 1993 13
Statement of Income for the Twelve Months Ended December 31, 1993 14
CENTRAL POWER AND LIGHT COMPANY
Balance Sheets - Per Books and Pro Forma as of December 31, 1993 15 - 16
Statement of Income for the Twelve Months Ended December 31, 1993 17
Statement of Retained Earnings for the Twelve Months Ended
December 31, 1993 18
PUBLIC SERVICE COMPANY OF OKLAHOMA
Balance Sheets - Per Books and Pro Forma as of December 31, 1993 19 - 20
Statement of Income for the Twelve Months Ended December 31, 1993 21
Statement of Retained Earnings for the Twelve Months Ended
December 31, 1993 22
SOUTHWESTERN ELECTRIC POWER COMPANY
Balance Sheets - Per Books and Pro Forma as of December 31, 1993 23 - 24
Statement of Income for the Twelve Months Ended December 31, 1993 25
Statement of Retained Earnings for the Twelve Months Ended
December 31, 1993 26
<PAGE> 2
INDEX
TO
FINANCIAL STATEMENTS
(CONTINUED)
Page
Number
WEST TEXAS UTILITIES COMPANY
Balance Sheets - Per Books and Pro Forma as of December 31,
1993 27 - 28
Statement of Income for the Twelve Months Ended December 31,
1993 29
Statement of Retained Earnings for the Twelve Months Ended
December 31, 1993 30
PRO FORMA ADJUSTMENTS TO BALANCE SHEETS 31
STATEMENT OF CHANGES 32
CAPITALIZATION RATIOS - Per books and Pro forma 33
NOTES TO FINANCIAL STATEMENTS 34
<PAGE> 3
CENTRAL AND SOUTH WEST CORPORATION
AND SUBSIDIARY COMPANIES
CONSOLIDATED BALANCE SHEETS
PER BOOKS AND PRO FORMA
AS OF DECEMBER 31, 1993
UNAUDITED
(Millions)
Per Pro Forma Pro
Books Adjustments Forma
ASSETS no pro forma
adjustments
PLANT
Electric utility
Production $ 5,775 $ 5,775
Transmission 1,228 1,228
Distribution 2,362 2,362
General 709 709
Construction work in progress 371 371
Nuclear fuel 160 160
Gas 752 752
------ ------
11,357 11,357
Less - Accumulated depreciation 3,550 3,550
------ ------
7,807 7,807
------ ------
CURRENT ASSETS
Cash and temporary cash investments 62 62
Special deposits 2 2
Accounts receivable 813 813
Materials and supplies, at average cost 149 149
Fuel inventory, substantially at average cost 102 102
Gas inventory for resale,
substantially at LIFO 28 28
Unrecovered fuel cost 70 70
Prepayments and other 53 53
------ ------
1,279 1,279
------ ------
DEFERRED CHARGES AND OTHER ASSETS
Deferred plant costs 518 518
Mirror CWIP asset - net 332 332
Other non-utility investments 253 253
Income tax related regulatory asset - net 182 182
Other 252 252
------ ------
1,537 1,537
------ ------
$10,623 $10,623
====== ======
<PAGE> 4
CENTRAL AND SOUTH WEST CORPORATION
AND SUBSIDIARY COMPANIES
CONSOLIDATED BALANCE SHEETS
PER BOOKS AND PRO FORMA
AS OF DECEMBER 31, 1993
UNAUDITED
(Millions)
Per Pro Forma Pro
Books Adjustments Forma
CAPITALIZATION AND LIABILITIES no pro forma
adjustments
CAPITALIZATION
Common Stock Equity -
Common stock, $3.50 par value, authorized
350,000,000 shares; issued and outstanding
188,405,000 shares $ 659 $ 659
Paid-in capital 518 518
Retained earnings 1,753 1,753
------ ------
Total Common Stock Equity 2,930 2,930
Preferred stock
Not subject to mandatory redemption 292 292
Subject to mandatory redemption 58 58
Long-term debt 2,749 2,749
------ ------
Total Capitalization 6,029 6,029
------ ------
CURRENT LIABILITIES
Long-term debt/preferred stock
due within twelve months 26 26
Short-term debt 769 769
Short-term debt - CSW Credit 641 641
Accounts payable 306 306
Accrued taxes 98 98
Accrued interest 55 55
Accrued restructuring charges 97 97
Other 168 168
------ ------
2,160 2,160
------ ------
DEFERRED CREDITS
Income taxes 1,935 1,935
Investment tax credits 335 335
Mirror CWIP liability and other 164 164
------ ------
2,434 2,434
------ ------
$10,623 $10,623
====== ======
<PAGE> 5
CENTRAL AND SOUTH WEST CORPORATION
AND SUBSIDIARY COMPANIES
CONSOLIDATED STATEMENT OF INCOME
FOR THE TWELVE MONTHS ENDED DECEMBER 31, 1993
UNAUDITED
(Millions)
OPERATING REVENUES $3,687
-----
OPERATING EXPENSES AND TAXES
Fuel and purchased power 1,209
Gas purchased for resale 396
Other operating 679
Restructuring charges 97
Maintenance 197
Depreciation and amortization 330
Taxes, other than Federal income 197
Federal income taxes 125
-----
3,230
-----
OPERATING INCOME 457
-----
OTHER INCOME AND DEDUCTIONS
Mirror CWIP liability amortization 76
Other 17
-----
93
-----
INCOME BEFORE INTEREST CHARGES 550
-----
INTEREST CHARGES
Interest on long-term debt 219
Interest on short-term debt and other 50
-----
269
-----
INCOME BEFORE CUMULATIVE EFFECT OF CHANGES IN
ACCOUNTING PRINCIPLES 281
Cumulative effect of changes in accounting principles 46
-----
NET INCOME 327
Preferred stock dividends 20
-----
NET INCOME FOR COMMON STOCK $ 307
=====
<PAGE> 6
CENTRAL AND SOUTH WEST CORPORATION
AND SUBSIDIARY COMPANIES
CONSOLIDATED STATEMENT OF RETAINED EARNINGS
FOR THE TWELVE MONTHS ENDED DECEMBER 31, 1993
UNAUDITED
(Millions)
RETAINED EARNINGS AT December 31, 1992 $1,751
Add: Net income for common stock 308
-----
2,059
Deduct: Common stock dividends 306
-----
RETAINED EARNINGS AT December 31, 1993 $1,753
=====
<PAGE> 7
CENTRAL AND SOUTH WEST CORPORATION
AND SUBSIDIARY COMPANIES
STATEMENT OF LONG-TERM DEBT OUTSTANDING
AS OF DECEMBER 31, 1993
UNAUDITED
(Millions)
CENTRAL POWER AND LIGHT COMPANY
First mortgage bonds -
Series J, 6-5/8%, due January 1, 1998 $ 28
Series L, 7%, due February 1, 2001 36
Series T, 7-1/2%, due December 15, 2014 112
Series U, 9-3/4%, due July 1, 2015 32
Series Z, 9-3/8%, due December 1, 2019 140
Series AA, 7-1/2%, due March 1, 2020 50
Series BB, 6%, due October 1, 1997 200
Series CC, 7-1/4%, due October 1, 2004 100
Series DD, 7-1/8%, due December 1, 1999 25
Series EE, 7-1/2%, due December 1, 2002 115
Series FF, 6-7/8%, due February 1, 2003 50
Series GG, 7-1/8%, due February 1, 2008 75
Series HH, 6%, due April 1, 2000 100
Series II, 7-1/2%, due April 1, 2023 100
Installment sales agreements -
Pollution control bonds
Series 1974 7-1/8%, due June 1, 2004 9
Series 1977 6%, due November 1, 2007 34
Series 1984 7-7/8%, due December 15, 2014 6
Series 1984 10-1/8%, due October 15, 2014 69
Series 1986 7-7/8%, due December 1, 2016 60
Series 1993 6%, due July 1, 2028 120
Unamortized discount (12)
Unamortized costs of reacquired debt (86)
-----
$1,363
-----
<PAGE> 8
CENTRAL AND SOUTH WEST CORPORATION
AND SUBSIDIARY COMPANIES
STATEMENT OF LONG-TERM DEBT OUTSTANDING (Continued)
AS OF DECEMBER 31, 1993
UNAUDITED
(Millions)
PUBLIC SERVICE COMPANY OF OKLAHOMA
First mortgage bonds -
Series J, 5-1/4%, due March 1, 1996 $ 25
Series K, 7-1/4%, due January 1, 1999 25
Series L, 7-3/8%, due March 1, 2002 30
Series S, 7-1/4%, due July 1, 2003 65
Series T, 7-3/8%, due December 1, 2004 50
Series U, 6-1/4%, due April 1, 2003 35
Series V, 7-3/8%, due April 1, 2023 100
Series W, 6-1/2%, due June 1, 2005 50
Installment sales agreements -
Pollution control bonds
5.9%, due December 1, 2007 35
Series 1984 7-7/8, due December 15, 2014 13
Unamortized discount (5)
Unamortized costs of reacquired debt (21)
-----
$ 402
-----
<PAGE> 9
CENTRAL AND SOUTH WEST CORPORATION
AND SUBSIDIARY COMPANIES
STATEMENT OF LONG-TERM DEBT OUTSTANDING (Continued)
AS OF DECEMBER 31, 1993
UNAUDITED
(Millions)
SOUTHWESTERN ELECTRIC POWER COMPANY
First mortgage bonds -
Series U, 9-1/8%, due November 1, 2019 5
Series V, 7-3/4%, due June 1, 2004 40
Series W, 6-1/8%, due December 1, 1999 40
Series X, 7%, due December 1, 2007 90
Series Y, 6-5/8%, due February 1, 2003 55
Series Z, 7-1/4%, due July 1, 2023 45
Series AA, 5-1/4%, due April 1, 2000 45
Series BB, 6-7/8%, due October 1, 2025 80
1976 Series A, 6.2%, due November 1, 2006 7
1976 Series B, 6.2%, due November 1, 2006 1
Installment sales agreements -
Pollution control bonds
1978 Series A, 6%, due January 1, 2008 14
1991 Series A, 8.2%, due August 1, 2011 17
1991 Series B, 6.9%, due November 1, 2004 12
Series 1986, 8.2%, due July 1, 2014 82
Series 1992, 7.6%, due January 1, 2019 54
Bank loan, variable rate, due June 15, 1994 50
Railcar lease obligations 17
Unamortized discount (4)
Unamortized costs of reacquired debt (48)
-----
$ 602
-----
WEST TEXAS UTILITIES COMPANY
First mortgage bonds -
Series O, 9-1/4%, due December 1, 2019 63
Series P, 7-3/4%, due July 1, 2007 25
Series Q, 6-7/8%, due October 1, 2002 35
Series R, 7%, due October 1, 2004 40
Installment sales agreement -
Pollution control bonds
7-7/8%, due December 15, 2014 44
Unamortized discount (1)
Unamortized costs of reacquired debt (29)
-----
$ 177
-----
<PAGE> 10
CENTRAL AND SOUTH WEST CORPORATION
AND SUBSIDIARY COMPANIES
STATEMENT OF LONG-TERM DEBT OUTSTANDING (Continued)
AS OF DECEMBER 31, 1993
UNAUDITED
(Millions)
TRANSOK, INC.
Note payable, 8.960%, due April 17, 2017 $ 15
Note payable, 8.280%, due April 16, 2007 3
Note payable, 8.130%, due April 16, 2002 3
Note payable, 8.125%, due April 22, 2002 17
Note payable, 8.900%, due May 21, 2012 5
Note payable, 7.810%, due May 20, 1999 3
Note payable, 8.250%, due May 20, 2004 1
Note payable, 8.170%, due May 22, 2003 2
Note payable, 7.750%, due May 21, 1999 5
Note payable, 8.170%, due May 28, 2004 2
Note payable, 8.280%, due June 3, 2003 4
Note payable, 8.340%, due June 2, 2004 2
Note payable, 8.350%, due August 27, 2012 5
Note payable, 7.350%, due August 26, 2002 5
Note payable, 7.330%, due August 26, 2002 1
Note payable, 7.320%, due August 28, 2002 14
Note payable, 6.750%, due December 1, 1999 15
Note payable, 7.800%, due March 1, 2004 10
Note payable, 7.770%, due March 1, 2004 3
Note payable, 7.780%, due December 15, 2004 2
Note payable, 7.730%, due December 15, 2004 1
Note payable, 7.670%, due March 1, 2004 1
Note payable, 7.650%, due May 15, 2002 5
Note payable, 7.650%, due May 15, 2002 5
Note payable, 7.710%, due December 23, 2003 11
Note payable, 6.850%, due March 18, 2005 1
Note payable, 6.850%, due March 18, 2005 1
Note payable, 6.900%, due March 1, 2005 6
Note payable, 6.990%, due March 24, 2005 5
Note payable, 6.860%, due March 28, 2005 12
Note payable, 7.750%, due April 24, 2023 10
Note payable, 6.840%, due April 25, 2005 3
Note payable, 7.750%, due April 26, 2023 5
Note payable, 6.810%, due April 26, 2005 7
Note payable, 6.600%, due April 29, 2003 2
Note payable, 6.710%, due April 30, 2004 1
Note payable, 6.930%, due May 5, 2005 1
Note payable, 7.070%, due May 5, 2008 1
Note payable, 7.000%, due January 12, 2004 5
-----
$ 200
-----
CENTRAL AND SOUTH WEST SERVICES, INC.
Note payable, 9%, due February 1, 2008 5
-----
TOTAL CONSOLIDATED $2,749
=====
<PAGE> 11
CENTRAL AND SOUTH WEST CORPORATION
AND SUBSIDIARY COMPANIES
STATEMENT OF PREFERRED STOCK OUTSTANDING
AS OF DECEMBER 31, 1993
UNAUDITED
(Millions)
NOT SUBJECT TO MANDATORY REDEMPTION
CENTRAL POWER AND LIGHT COMPANY
4.00% Series, 100,000 shares $ 10
4.20% Series, 75,000 shares 8
7.12% Series, 260,000 shares 26
8.72% Series, 500,000 shares 50
2.69% Series, 750,000 shares 75
2.711% Series, 425,000 shares 42
2.688% Series, 425,000 shares 42
Issuance expense (3)
-----
250
-----
PUBLIC SERVICE COMPANY OF OKLAHOMA
4.00% Series, 97,900 shares 10
4.24% Series, 100,000 shares 10
-----
20
-----
SOUTHWESTERN ELECTRIC POWER COMPANY
5.00% Series, 75,000 shares 8
4.65% Series, 25,000 shares 2
4.28% Series, 60,000 shares 6
-----
16
-----
WEST TEXAS UTILITIES COMPANY
4.40% Series, 60,000 shares 6
-----
Total Consolidated $ 292
=====
<PAGE> 12
CENTRAL AND SOUTH WEST CORPORATION
AND SUBSIDIARY COMPANIES
STATEMENT OF PREFERRED STOCK OUTSTANDING (Continued)
AS OF DECEMBER 31, 1993
UNAUDITED
(Millions)
SUBJECT TO MANDATORY REDEMPTION
CENTRAL POWER AND LIGHT COMPANY
10.05% Series, 223,750 shares $ 22
-----
22
-----
SOUTHWESTERN ELECTRIC POWER COMPANY
6.95% Series, 364,000 shares 36
-----
36
-----
Total Consolidated $ 58
=====
<PAGE> 13
CENTRAL AND SOUTH WEST CORPORATION
BALANCE SHEETS
PER BOOKS AND PRO FORMA
AS OF DECEMBER 31, 1993
UNAUDITED
(Millions)
Per Pro Forma Pro
Books Adjustments Forma
INVESTMENTS IN COMMON STOCK no pro forma
OF SUBSIDIARY adjustments
COMPANIES (at equity) $ 3,105 $ 3,105
----- -----
CURRENT ASSETS
Cash and temporary cash investments 5 5
Advances to affiliates 348 348
Prepayments and other 246 246
----- -----
599 599
----- -----
Deferred charges and other assets 22 22
----- -----
$ 3,726 $ 3,726
===== =====
COMMON STOCK EQUITY
Common stock, $3.50 par value,
authorized 350,000,000 shares;
issued and outstanding
188,405,000 shares $ 659 $ 659
Paid-in capital 518 518
Retained earnings 1,753 1,753
----- -----
2,930 2,930
----- -----
CURRENT LIABILITIES
Short-term debt 769 769
Advances from affiliates - -
Accounts payable and other 13 13
----- -----
782 782
----- -----
DEFERRED CREDITS 14 14
----- -----
$ 3,726 $ 3,726
===== =====
<PAGE> 14
CENTRAL AND SOUTH WEST CORPORATION
STATEMENT OF INCOME
FOR THE TWELVE MONTHS ENDED DECEMBER 31, 1993
UNAUDITED
(Millions)
INCOME
Equity in earnings of subsidiaries
Central Power and Light Company $158
Public Service Company of Oklahoma 46
Southwestern Electric Power Company 79
West Texas Utilities Company 29
Transok, Inc. 19
CSW Credit, Inc. 7
CSW Energy, Inc. (6)
CSW Leasing, Inc. -
Central and South West Services, Inc. -
Other Income 19
---
351
---
EXPENSES AND TAXES
General and administrative expenses 26
Interest expense 20
Federal income taxes (4)
Other 1
---
43
---
NET INCOME $308
===
<PAGE> 15
CENTRAL POWER AND LIGHT COMPANY
BALANCE SHEETS
PER BOOKS AND PRO FORMA
AS OF DECEMBER 31, 1993
UNAUDITED
(Millions)
Per Pro Forma Pro
Books Adjustments Forma
ASSETS no pro forma
adjustments
ELECTRIC UTILITY PLANT
Production $ 3,062 $ 3,062
Transmission 352 352
Distribution 765 765
General 209 209
Construction work in progress 168 168
Nuclear fuel 160 160
------ ------
4,716 4,716
Less - Accumulated depreciation
and amortization 1,263 1,263
------ ------
3,453 3,453
------ ------
CURRENT ASSETS
Cash and temporary cash investments 2 2
Special deposits 2 2
Accounts receivable 24 24
Materials and supplies, at average costs 65 65
Fuel inventory, at average cost 17 17
Unrecovered fuel cost 53 53
Prepayments and other 7 7
------ -----
170 170
------ -----
DEFERRED CHARGES AND OTHER ASSETS
Deferred STP costs 490 490
Mirror CWIP asset 332 332
Income tax related regulatory assets 266 266
Other 71 71
------ ------
1,159 1,159
------ -----
$ 4,782 $ 4,782
====== =====
<PAGE> 16
CENTRAL POWER AND LIGHT COMPANY
BALANCE SHEETS
PER BOOKS AND PRO FORMA
AS OF DECEMBER 31, 1993
UNAUDITED
(Millions)
Per Pro Forma Pro
Books Adjustments Forma
CAPITALIZATION AND LIABILITIES no pro forma
adjustments
CAPITALIZATION
Common stock, $25 par value; authorized
12,000,000 shares; issued and outstanding
6,755,535 shares $ 169 $ 169
Paid-in capital 405 405
Retained earnings 850 850
------ ------
Total common stock equity 1,424 1,424
Preferred stock
Not subject to mandatory redemption 250 250
Subject to mandatory redemption 22 22
Long-term debt 1,363 1,363
------ ------
Total capitalization 3,059 3,059
------ ------
CURRENT LIABILITIES
Long-term debt and preferred stock
due within twelve months 4 4
Advances from affiliates 171 171
Accounts payable 80 80
Accrued taxes 34 34
Accrued interest 25 25
Accrued restructuring charges 29 29
Other 28 28
------ ------
371 371
------ ------
DEFERRED CREDITS
Income taxes 1,057 1,057
Investment tax credits 165 165
Mirror CWIP liability and other 130 130
------ ------
1,352 1,352
------ ------
$ 4,782 $ 4,782
====== ======
<PAGE> 17
CENTRAL POWER AND LIGHT COMPANY
STATEMENT OF INCOME
FOR THE TWELVE MONTHS ENDED DECEMBER 31, 1993
UNAUDITED
(Millions)
ELECTRIC OPERATING REVENUE $ 1,224
------
OPERATING EXPENSES AND TAXES
Fuel 351
Purchased power 64
Other operating 225
Restructuring charges 29
Maintenance 82
Depreciation and amortization 132
Taxes, other than Federal income 86
Federal income taxes 65
------
1,034
------
OPERATING INCOME 190
------
OTHER INCOME AND DEDUCTIONS
Mirror CWIP liability amortization 75
Other 3
------
78
------
INCOME BEFORE INTEREST CHARGES 268
------
INTEREST CHARGES
Interest on long-term debt 113
Interest on short-term debt and other 10
------
123
------
INCOME BEFORE CUMULATIVE EFFECT OF CHANGES
IN ACCOUNTING PRINCIPLES 145
Cumulative Effect of Changes in Accounting Principles 27
------
NET INCOME 172
PREFERRED STOCK DIVIDENDS 14
------
NET INCOME FOR COMMON STOCK $ 158
======
<PAGE> 18
CENTRAL POWER AND LIGHT COMPANY
STATEMENT OF RETAINED EARNINGS
FOR THE TWELVE MONTHS ENDED DECEMBER 31, 1993
UNAUDITED
(Millions)
RETAINED EARNINGS AT December 31, 1992 $ 864
Add: Net income (loss) for common stock 158
------
1,022
Deduct: Common stock dividends 172
------
RETAINED EARNINGS AT December 31, 1993 $ 850
======
<PAGE> 19
PUBLIC SERVICE COMPANY OF OKLAHOMA
BALANCE SHEETS
PER BOOKS AND PRO FORMA
AS OF DECEMBER 31, 1993
UNAUDITED
(Millions)
Per Pro Forma Pro
Books Adjustments Forma
ASSETS no pro forma
adjustments
ELECTRIC UTILITY PLANT
Production $ 895 $ 895
Transmission 335 335
Distribution 627 627
General 144 144
Construction work in progress 52 52
------ ------
2,053 2,053
Less - Accumulated depreciation 806 806
------ ------
1,247 1,247
------ ------
CURRENT ASSETS
Cash and temporary cash investments 2 2
Accounts receivable 37 37
Materials and supplies, at average cost 38 38
Fuel inventory, at LIFO cost 21 21
Prepayments 21 21
------ ------
119 119
------ ------
DEFERRED CHARGES AND OTHER ASSETS 54 54
------ ------
$ 1,420 $ 1,420
====== ======
<PAGE> 20
PUBLIC SERVICE COMPANY OF OKLAHOMA
BALANCE SHEETS
PER BOOKS AND PRO FORMA
AS OF DECEMBER 31, 1993
UNAUDITED
(Millions)
Per Pro Forma Pro
Books Adjustments Forma
CAPITALIZATION AND LIABILITIES no pro forma
adjustments
CAPITALIZATION
Common stock, $15 par value; authorized
11,000,000 shares; issued 10,482,000 shares
and outstanding 9,013,000 shares $ 157 $ 157
Paid-in capital 180 180
Retained earnings 98 98
------ ------
Total common stock equity 435 435
Preferred stock 20 20
Long-term debt 402 402
------ ------
Total capitalization 857 857
------ ------
CURRENT LIABILITIES
Advances from affiliates 32 32
Payable to affiliates 18 18
Accounts payable 56 56
Payables to customers 14 14
Accrued taxes 15 15
Accrued interest 5 5
Accrued restructuring charges 25 25
Other 40 40
------ ------
205 205
------ ------
DEFERRED CREDITS
Accumulated deferred income tax 260 260
Investment tax credits 52 52
Income tax related regulatory liabilities 21 21
Other 25 25
------ ------
358 358
------ ------
$ 1,420 $ 1,420
====== ======
<PAGE> 21
PUBLIC SERVICE COMPANY OF OKLAHOMA
STATEMENT OF INCOME
FOR THE TWELVE MONTHS ENDED DECEMBER 31, 1993
UNAUDITED
(Millions)
ELECTRIC OPERATING REVENUE $ 708
------
OPERATING EXPENSES AND TAXES
Fuel 299
Purchased power 33
Other operating 126
Restructuring charges 25
Maintenance 46
Depreciation and amortization 59
Taxes, other than Federal income 28
Federal income taxes 20
------
636
------
OPERATING INCOME 72
------
OTHER INCOME AND DEDUCTIONS 2
------
INCOME BEFORE INTEREST CHARGES 74
------
INTEREST CHARGES
Interest on long-term debt 31
Interest on short-term debt and other 2
------
33
------
INCOME BEFORE CUMULATIVE EFFECT OF CHANGES
IN ACCOUNTING PRINCIPLES 41
Cumulative Effect of Changes in Accounting Principles 6
------
NET INCOME 47
PREFERRED STOCK DIVIDENDS 1
------
NET INCOME FOR COMMON STOCK $ 46
======
<PAGE> 22
PUBLIC SERVICE COMPANY OF OKLAHOMA
STATEMENT OF RETAINED EARNINGS
FOR THE TWELVE MONTHS ENDED DECEMBER 31, 1993
UNAUDITED
(Millions)
RETAINED EARNINGS AT December 31, 1992 $ 92
Add: Net income (loss) for common stock 46
------
138
Deduct: Common stock dividends 40
------
RETAINED EARNINGS AT December 31, 1993 $ 98
======
<PAGE> 23
SOUTHWESTERN ELECTRIC POWER COMPANY
BALANCE SHEETS
PER BOOKS AND PRO FORMA
AS OF DECEMBER 31, 1993
UNAUDITED
(Millions)
Per Pro Forma Pro
Books Adjustments Forma
ASSETS no pro forma
adjustments
ELECTRIC UTILITY PLANT
Production $ 1,392 $ 1,392
Transmission 351 351
Distribution 679 679
General 188 188
Construction work in progress 126 126
------ ------
2,736 2,736
Less - Accumulated depreciation 948 948
------ ------
1,788 1,788
------ ------
CURRENT ASSETS
Cash and temporary cash investments 8 8
Accounts receivable 24 24
Materials and supplies, at average costs 25 25
Fuel inventory, at average cost 49 49
Prepayments and other 19 19
------ ------
125 125
------ ------
DEFERRED CHARGES AND OTHER ASSETS 55 55
------ ------
$ 1,968 $ 1,968
====== ======
<PAGE> 24
SOUTHWESTERN ELECTRIC POWER COMPANY
BALANCE SHEETS
PER BOOKS AND PRO FORMA
AS OF DECEMBER 31, 1993
UNAUDITED
(Millions)
Per Pro Forma Pro
Books Adjustments Forma
CAPITALIZATION AND LIABILITIES no pro forma
adjustments
CAPITALIZATION
Common stock, $18 par value; authorized
7,600,000 shares; issued and outstanding
7,536,640 shares $ 136 $ 136
Paid-in capital 245 245
Retained earnings 265 265
------ ------
Total common stock equity 646 646
Preferred stock
Not subject to mandatory redemption 16 16
Subject to mandatory redemption 36 36
Long-term debt 602 602
------ ------
Total capitalization 1,300 1,300
------ ------
CURRENT LIABILITIES
Long-term debt due within twelve months 5 5
Advances from affiliates 28 28
Accounts payable 42 42
Customer deposits 17 17
Accrued taxes 27 27
Accrued interest 17 17
Accrued restructuring charges 25 25
Other 30 30
------ ------
191 191
------ ------
DEFERRED CREDITS
Income taxes 333 333
Investment tax credits 85 85
Income tax related regulatory
liabilities - net 53 53
Other 6 6
------ ------
477 477
------ ------
$ 1,968 $ 1,968
====== ======
<PAGE> 25
SOUTHWESTERN ELECTRIC POWER COMPANY
STATEMENT OF INCOME
FOR THE TWELVE MONTHS ENDED DECEMBER 31, 1993
UNAUDITED
(Millions)
ELECTRIC OPERATING REVENUE $ 837
------
OPERATING EXPENSES AND TAXES
Fuel 359
Purchased power 13
Other Operating 123
Restructuring charges 25
Maintenance 50
Depreciation and amortization 75
Taxes, other than Federal income 47
Federal income taxes 27
------
719
------
OPERATING INCOME 118
------
OTHER INCOME AND DEDUCTIONS 5
------
INCOME BEFORE INTEREST CHARGES 123
------
INTEREST CHARGES
Interest on long-term debt 41
Interest on short-term debt and other 4
------
45
------
INCOME BEFORE CUMULATIVE EFFECT OF CHANGES
IN ACCOUNTING PRINCIPLES 78
Cumulative Effect of Changes in Accounting Principles 4
------
NET INCOME 82
PREFERRED STOCK DIVIDENDS 3
------
NET INCOME FOR COMMON STOCK $ 79
======
<PAGE> 26
SOUTHWESTERN ELECTRIC POWER COMPANY
STATEMENT OF RETAINED EARNINGS
FOR THE TWELVE MONTHS ENDED DECEMBER 31, 1993
UNAUDITED
(Millions)
RETAINED EARNINGS AT December 31, 1992 $ 266
Add: Net income (loss) for common stock 79
------
345
Deduct: Common stock dividends 80
------
RETAINED EARNINGS AT December 31, 1993 $ 265
======
<PAGE> 27
WEST TEXAS UTILITIES COMPANY
BALANCE SHEETS
PER BOOKS AND PRO FORMA
AS OF DECEMBER 31, 1993
UNAUDITED
(Millions)
Per Pro Forma Pro
Books Adjustments Forma
ASSETS no pro forma
adjustments
ELECTRIC UTILITY PLANT
Production $ 425 $ 425
Transmission 190 190
Distribution 292 292
General 70 70
Construction work in progress 14 1
------ ------
991 991
Less - Accumulated depreciation 338 338
------ ------
653 653
------ ------
CURRENT ASSETS
Cash 1 1
Accounts receivable 24 24
Materials and supplies, at average costs 14 14
Fuel oil inventory, at average cost 9 9
Coal inventory, at LIFO cost 6 6
Prepayments and other 2 2
------ ------
56 56
------ ------
DEFERRED CHARGES AND OTHER ASSETS
Deferred Oklaunion costs 28 28
Other 17 17
------ ------
45 45
------ ------
$ 754 $ 754
====== ======
<PAGE> 28
WEST TEXAS UTILITIES COMPANY
BALANCE SHEETS
PER BOOKS AND PRO FORMA
AS OF DECEMBER 31, 1993
UNAUDITED
(Millions)
Per Pro Forma Pro
Books Adjustments Forma
CAPITALIZATION AND LIABILITIES no pro forma
adjustments
CAPITALIZATION
Common stock, $25 par value; authorized
7,800,000 shares; issued and outstanding
5,488,560 shares $ 137 $ 137
Paid-in capital 2 2
Retained earnings 127 127
------ ------
Total common stock equity 266 266
Preferred stock
Not subject to mandatory redemption 6 6
Subject to mandatory redemption - -
Long-term debt 177 177
------ ------
Total capitalization 449 449
------ ------
CURRENT LIABILITIES
Long-term debt /
preferred stock due within twelve months 17 17
Advances from affiliates 36 36
Accounts payable 27 27
Accrued taxes 15 15
Accrued interest 4 4
Accrued restructuring charges 15 15
Other 2 2
------ ------
116 116
------ ------
DEFERRED CREDITS
Income taxes 135 135
Investment tax related regulatory
liabilities - net 10 10
Investment tax credits 33 33
Other 11 11
------ ------
189 189
------ ------
$ 754 $ 754
====== ======
<PAGE> 29
WEST TEXAS UTILITIES COMPANY
STATEMENT OF INCOME
FOR THE TWELVE MONTHS ENDED DECEMBER 31, 1993
UNAUDITED
(Millions)
ELECTRIC OPERATING REVENUE $ 346
------
OPERATING EXPENSES AND TAXES
Fuel 135
Purchased power 8
Other Operating 61
Restructuring charges 15
Maintenance 13
Depreciation and amortization 30
Taxes, other than Federal income 23
Federal income taxes 14
------
299
------
OPERATING INCOME 47
------
OTHER INCOME AND DEDUCTIONS 2
------
INCOME BEFORE INTEREST CHARGES 49
------
INTEREST CHARGES
Interest on long-term debt 19
Interest on short-term debt and other 3
------
22
------
INCOME BEFORE CUMULATIVE EFFECT OF CHANGES
IN ACCOUNTING PRINCIPLES 27
Cumulative Effect of Changes in Accounting Principles 3
------
NET INCOME 30
PREFERRED STOCK DIVIDENDS 1
------
NET INCOME FOR COMMON STOCK $ 29
======
<PAGE> 30
WEST TEXAS UTILITIES COMPANY
STATEMENT OF RETAINED EARNINGS
FOR THE TWELVE MONTHS ENDED DECEMBER 31, 1993
UNAUDITED
(Millions)
RETAINED EARNINGS AT December 31, 1992 $ 128
Add: Net income (loss) for common stock 29
------
157
Deduct: Common stock dividends 30
------
RETAINED EARNINGS AT December 31, 1993 $ 127
======
<PAGE> 31
<TABLE>
CENTRAL AND SOUTH WEST CORPORATION
AND SUBSIDIARY COMPANIES
PRO FORMA ADJUSTMENTS TO BALANCE SHEETS
DECEMBER 31, 1993
UNAUDITED
(Millions)
<CAPTION>
Central Central Central Public Southwestern West
and South and South Power Service Electric Texas
West West and Company Power Utilities
and Corporation Light of Company
Subsidiary Oklahoma
Companies
<S> <C> <C> <C> <C> <C>
NO PRO FORMA ADJUSTMENTS
</TABLE>
<PAGE> 32
CENTRAL AND SOUTH WEST CORPORATION
AND SUBSIDIARY COMPANIES
There have been no significant changes in the financial statements
of Central and South West Corporation and subsidiary companies subsequent
to December 31, 1993, other than in the ordinary course of business.
<PAGE> 33
CENTRAL AND SOUTH WEST CORPORATION
AND SUBSIDIARY COMPANIES
CAPITALIZATION RATIOS
PER BOOKS AND PRO FORMA
AS OF DECEMBER 31, 1993
Common Stock Preferred Long-term
Equity Stock Debt(*) Total
------------ --------- --------- -----
Central and South West
Corporation and
Subsidiary Companies
(Consolidated) Per books 48.6% 5.8% 45.6% 100.0%
Central and South West
Corporation and
Subsidiary Companies
(Consolidated) Pro forma no pro forma adjustments
Central and South West
Corporation Per books 100.0% - - 100.0%
Central and South West
Corporation Pro forma no pro forma adjustments
Central Power and Light
Company Per books 46.6% 8.9% 44.5% 100.0%
Central Power and Light
Company Pro forma no pro forma adjustments
Public Service Company of
Oklahoma Per books 50.8% 2.3% 46.9% 100.0%
Public Service Company of
Oklahoma Pro forma no pro forma adjustments
Southwestern Electric
Power Company Per books 49.7% 4.0% 46.3% 100.0%
Southwestern Electric
Power Company Pro forma no pro forma adjustments
West Texas Utilities
Company Per books 59.2% 1.3% 39.5% 100.0%
West Texas Utilities
Company Pro forma no pro forma adjustments
(*) Includes Transok's Medium-Term Notes Payable
<PAGE> 34
CENTRAL AND SOUTH WEST CORPORATION
AND SUBSIDIARY COMPANIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The notes to consolidated financial statements included in Central and
South West Corporation's 1993 Annual Report are hereby incorporated by
reference and made a part of this report.
Page
Reference
1993 Annual Report 42 - 61
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