<PAGE> 1
File No. 70-8341
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
AMENDMENT NO. 1 TO
FORM U-1 APPLICATION-DECLARATION
UNDER THE
PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
______________________________________________________
CENTRAL POWER AND LIGHT COMPANY
539 N. Carancahua Street
Corpus Christi, Texas 78401-2431
SOUTHWESTERN ELECTRIC POWER COMPANY
428 Travis Street
Shreveport, Louisiana 71156
(Names of companies filing this statement and
addresses of principal executive offices)
______________________________________________________
CENTRAL AND SOUTH WEST CORPORATION
(Name of top registered holding company
parent of each applicant/declarant)
______________________________________________________
Melanie J. Richardson, Vice President W. G. Googe, Vice President
of Administration of Administration
Central Power and Light Company Southwestern Electric Power Company
539 N. Carancahua Street 428 Travis Street
Corpus Christi, Texas 74801-2431 Shreveport, Louisiana 71156
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"), and
Southwestern Electric Power Company, a Delaware corporation ("SWEPCO"), each a
wholly owned public utility subsidiary of Central and South West Corporation
("CSW"), a Delaware corporation and a registered holding company under the
Public Utility Holding Company Act of 1935, as amended (the "Act"), hereby
amend their Application-Declaration in File No. 70-8341 in the following
respects.
Item 6. Exhibits and Financial Statements.
Item 6 is hereby amended to file the following exhibit:
Exhibit 4 - Financial Statements of CSW and its subsidiaries and of
CPL and SWEPCO per books and pro forma as of March 31,
1994.
<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, each undersigned company has duly caused this
document to be signed on its behalf by the undersigned thereunto duly
authorized.
Dated: July 14, 1994
CENTRAL POWER AND LIGHT COMPANY
By: MELANIE J. RICHARDSON
Melanie J. Richardson
Vice President of Administration
SOUTHWESTERN ELECTRIC POWER COMPANY
By: W. G. GOOGE, JR.
W. G. Googe, Jr.
Vice President of Administration
<PAGE> 1
EXHIBIT INDEX
Exhibit Transmission
Number Exhibit Method
- ------- ------- ------------
4 Financial Statements of CSW and its Electronic
subsidiaries and of CPL and SWEPCO
per books and pro forma as of
March 31, 1994.
<PAGE> 1
EXHIBIT 4
----------
INDEX
TO
FINANCIAL STATEMENTS
Page
Number
CENTRAL AND SOUTH WEST CORPORATION AND SUBSIDIARY COMPANIES
Consolidated Balance Sheets - Per Books and Pro Forma
as of March 31, 1994 3 - 4
Consolidated Statement of Income for the Twelve Months Ended
March 31, 1994 5
Consolidated Statement of Retained Earnings for the Twelve
Months Ended March 31, 1994 6
Statements of Long-Term Debt Outstanding as of March 31, 1994 7 - 10
Statements of Preferred Stock Outstanding as of March 31, 1994 11 - 12
CENTRAL AND SOUTH WEST CORPORATION (CORPORATE)
Balance Sheets - Per Books and Pro Forma as of March 31, 1994 13
Statement of Income for the Twelve Months Ended March 31, 1994 14
CENTRAL POWER AND LIGHT COMPANY
Balance Sheets - Per Books and Pro Forma as of March 31, 1994 15 - 16
Statement of Income for the Twelve Months Ended March 31, 1994 17
Statement of Retained Earnings for the Twelve Months Ended
March 31, 1994 18
SOUTHWESTERN ELECTRIC POWER COMPANY
Balance Sheets - Per Books and Pro Forma as of March 31, 1994 19 - 20
Statement of Income for the Twelve Months Ended March 31, 1994 21
Statement of Retained Earnings for the Twelve Months Ended
March 31, 1994 22
<PAGE> 2
INDEX
TO
FINANCIAL STATEMENTS
Page
Number
PRO FORMA ADJUSTMENTS TO BALANCE SHEETS 23
STATEMENT OF CHANGES 24
CAPITALIZATION RATIOS - Per books and Pro forma 25
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 26
<PAGE> 3
CENTRAL AND SOUTH WEST CORPORATION
AND SUBSIDIARY COMPANIES
CONSOLIDATED BALANCE SHEETS
PER BOOKS AND PRO FORMA
AS OF MARCH 31, 1994
UNAUDITED
(Millions)
Per Pro Forma Pro
Books Adjustments Forma
ASSETS
PLANT
Electric utility
Production $5,779 $5,779
Transmission 1,238 1,238
Distribution 2,402 2,402
General 726 3 729
Construction work in progress 384 384
Nuclear fuel 160 160
Gas 767 767
------ ------ ------
11,456 3 11,459
Less - Accumulated depreciation 3,624 3,624
------ ------ ------
7,832 3 7,835
------ ------ ------
CURRENT ASSETS
Cash and temporary cash investments 71 (3) 68
Special deposits 1 1
Accounts receivable 662 662
Materials and supplies, at average
cost 150 150
Fuel inventory, substantially at
average cost 90 90
Gas inventory for resale,
substantially at LIFO 3 3
Unrecovered fuel cost 80 80
Prepayments and other 51 51
------ ------ ------
1,108 (3) 1,105
------ ------ ------
DEFERRED CHARGES AND OTHER ASSETS
Deferred plant costs 517 517
Mirror CWIP asset - net 329 329
Other non-utility investments 244 244
Income tax related regulatory asset
net 190 190
Other 270 270
------ ------
1,550 1,550
------ ------ ------
$10,490 $0 $10,490
====== ====== ======
<PAGE> 4
CENTRAL AND SOUTH WEST CORPORATION
AND SUBSIDIARY COMPANIES
CONSOLIDATED BALANCE SHEETS
PER BOOKS AND PRO FORMA
AS OF MARCH 31, 1994
UNAUDITED
(Millions)
Per Pro Forma Pro
Books Adjustments Forma
CAPITALIZATION AND LIABILITIES
CAPITALIZATION
Common Stock Equity -
Common stock, $3.50 par value,
authorized 350,000,000 shares;
issued and outstanding
188,738,000 shares $661 $661
Paid-in capital 525 525
Retained earnings 1,716 1,716
------ ------
Total Common Stock Equity 2,902 2,902
Preferred stock
Not subject to mandatory redemption 292 292
Subject to mandatory redemption 55 55
Long-term debt 2,788 2,788
------ ------
Total Capitalization 6,037 6,037
------ ------
CURRENT LIABILITIES
Long-term debt/preferred stock
due within twelve months 14 14
Short-term debt 800 800
Short-term debt - CSW Credit 580 580
Accounts payable 265 265
Accrued taxes 55 55
Accrued interest 45 45
Accrued restructuring charges 97 97
Other 158 158
------ ------
2,014 2,014
------ ------
DEFERRED CREDITS
Income taxes 1,965 1,965
Investment tax credits 331 331
Mirror CWIP liability and other 143 143
------ ------
2,439 2,439
------ ------ ------
$10,490 $0 $10,490
====== ====== ======
<PAGE> 5
CENTRAL AND SOUTH WEST CORPORATION
AND SUBSIDIARY COMPANIES
CONSOLIDATED STATEMENT OF INCOME
FOR THE TWELVE MONTHS ENDED MARCH 31, 1994
UNAUDITED
(Millions)
OPERATING REVENUES $3,727
------
OPERATING EXPENSES AND TAXES
Fuel and purchased power 1,247
Gas purchased for resale 384
Other operating 683
Restructuring charges 97
Maintenance 200
Depreciation and amortization 337
Taxes, other than Federal income 200
Federal income taxes 126
------
3,274
------
OPERATING INCOME 453
------
OTHER INCOME AND DEDUCTIONS
Mirror CWIP liability amortization 74
Other 25
------
99
INCOME BEFORE INTEREST CHARGES 552
------
INTEREST CHARGES
Interest on long-term debt 216
Interest on short-term debt and
other 53
------
269
------
NET INCOME 283
Preferred stock dividends 19
------
NET INCOME FOR COMMON STOCK $264
======
<PAGE> 6
CENTRAL AND SOUTH WEST CORPORATION
AND SUBSIDIARY COMPANIES
CONSOLIDATED STATEMENT OF RETAINED EARNINGS
FOR THE TWELVE MONTHS ENDED MARCH 31, 1994
UNAUDITED
(Millions)
RETAINED EARNINGS AT March 31, 1993 $1,761
Add: Net income for common stock 264
------
2,025
Deduct: Common stock dividends 309
------
RETAINED EARNINGS AT March 31, 1994 $1,716
======
<PAGE> 7
CENTRAL AND SOUTH WEST CORPORATION
AND SUBSIDIARY COMPANIES
STATEMENT OF LONG-TERM DEBT OUTSTANDING
AS OF MARCH 31, 1994
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 (85)
------
$1,364
------
<PAGE> 8
CENTRAL AND SOUTH WEST CORPORATION
AND SUBSIDIARY COMPANIES
STATEMENT OF LONG-TERM DEBT OUTSTANDING (Continued)
AS OF MARCH 31, 1994
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 MARCH 31, 1994
UNAUDITED
(Millions)
SOUTHWESTERN ELECTRIC POWER COMPANY
First mortgage bonds -
Series U, 9-1/8%, due November 1, 2019 $4
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 19
Unamortized discount (4)
Unamortized costs of reacquired debt (51)
------
$600
------
WEST TEXAS UTILITIES COMPANY
First mortgage bonds -
Series 0, 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
Series S, 6-1/8%, due February 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)
------
$217
------
<PAGE> 10
CENTRAL AND SOUTH WEST CORPORATION
AND SUBSIDIARY COMPANIES
STATEMENT OF LONG-TERM DEBT OUTSTANDING (Continued)
AS OF MARCH 31, 1994
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, 2003 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 $2,788
======
<PAGE> 11
CENTRAL AND SOUTH WEST CORPORATION
AND SUBSIDIARY COMPANIES
STATEMENT OF PREFERRED STOCK OUTSTANDING
AS OF MARCH 31, 1994
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 MARCH 31, 1994
UNAUDITED
(Millions)
SUBJECT TO MANDATORY REDEMPTION
CENTRAL POWER AND LIGHT COMPANY
10.05% Series, 188,500 shares $19
SOUTHWESTERN ELECTRIC POWER COMPANY
6.95% Series, 364,000 shares 36
------
Total Consolidated $55
======
<PAGE> 13
CENTRAL AND SOUTH WEST CORPORATION
BALANCE SHEETS
PER BOOKS AND PRO FORMA
AS OF MARCH 31, 1994
UNAUDITED
(Millions)
Per Pro Forma Pro
Books Adjustments Forma
No Pro Forma Adjustments
INVESTMENTS IN COMMON STOCK
OF SUBSIDIARY
COMPANIES (at equity) $3,114 $3,114
------ ------
CURRENT ASSETS
Cash and temporary cash investments 11 11
Advances to affiliates 347 347
Prepayments and other 240 240
------ ------
598 598
------ ------
Deferred charges and other assets 27 27
------ ------ ------
$3,739 $ 0 $3,739
====== ====== ======
COMMON STOCK EQUITY
Common stock, $3.50 par value,
authorized 350,000,000 shares;
issued and outstanding
188,738,000 shares $661 $661
Paid-in capital 525 525
Retained earnings 1,716 1,716
------ ------
2,902 2,902
------ ------
CURRENT LIABILITIES
Short-term debt 800 800
Accounts payable and other 22 22
------ ------
822 822
------ ------
DEFERRED CREDITS 15 15
------ ------ ------
$3,739 $ 0 $3,739
====== ====== ======
<PAGE> 14
CENTRAL AND SOUTH WEST CORPORATION
STATEMENT OF INCOME
FOR THE TWELVE MONTHS ENDED MARCH 31, 1994
UNAUDITED
(Millions)
INCOME
Equity in earnings of subsidiaries
Central Power and Light Company $129
Public Service Company of Oklahoma 40
Southwestern Electric Power Company 76
West Texas Utilities Company 25
Transok, Inc. 18
CSW Credit, Inc. 7
CSW Energy, Inc. (4)
CSW Leasing, Inc. 0
Central and South West Services, Inc. 0
Other Income 21
------
$312
------
EXPENSES AND TAXES
General and administrative expenses 29
Interest expense 23
Federal income taxes (5)
Other 1
------
48
------
NET INCOME $264
======
<PAGE> 15
CENTRAL POWER AND LIGHT COMPANY
BALANCE SHEETS
PER BOOKS AND PRO FORMA
AS OF MARCH 31, 1994
UNAUDITED
(Millions)
Per Pro Forma Pro
Books Adjustments Forma
Pro Forma adjustments round
ASSETS to $0
ELECTRIC UTILITY PLANT
Production $3,062 $3,062
Transmission 356 356
Distribution 785 785
General 212 212
Construction work in progress 175 175
Nuclear fuel 160 160
------ ------
4,750 4,750
Less - Accumulated depreciation
and amortization 1,294 1,294
------ ------
3,456 3,456
------ ------
CURRENT ASSETS
Cash and temporary cash investments 3 3
Special deposits 1 1
Accounts receivable 18 18
Materials and supplies, at average
costs 64 64
Fuel inventory, at average cost 21 21
Unrecovered fuel cost 64 64
Prepayments and other 2 2
------ ------
173 173
------ ------
DEFERRED CHARGES AND OTHER ASSETS
Deferred STP costs 490 490
Mirror CWIP asset 329 329
Income tax related regulatory
assets 273 273
Other 73 73
------ ------
1,165 1,165
------ ------ ------
$4,794 $ 0 $4,794
====== ====== ======
<PAGE> 16
CENTRAL POWER AND LIGHT COMPANY
BALANCE SHEETS
PER BOOKS AND PRO FORMA
AS OF MARCH 31, 1994
UNAUDITED
(Millions)
Per Pro Forma Pro
Books Adjustments Forma
Pro Forma adjustments round
CAPITALIZATION AND LIABILITIES to $0
CAPITALIZATION
Common stock, $2S par value; authorized
12,000,000 shares; issued
and outstanding 6,755,535 shares $169 $169
Paid-in capital 405 405
Retained earnings 852 852
------ ------
Total common stock equity 1,426 1,426
Preferred stock
Not subject to mandatory redemption 250 250
Subject to mandatory redemption 19 19
Long-term debt 1,364 1,364
------ ------
Total capitalization 3,059 3,059
------ ------
CURRENT LIABILITIES
Long-term debt and preferred stock
due within twelve months 4 4
Advances from affiliates 225 225
Accounts payable 78 78
Accrued taxes 3 3
Accrued interest 21 21
Accrued restructuring charges 29 29
other 29 29
------ ------
389 389
------ ------
DEFERRED CREDITS
Income taxes 1,072 1,072
Investment tax credits 163 163
Mirror CWIP liability and other 111 111
------ ------
1,346 1,346
------ ------ ------
$4,794 $ 0 $4,794
====== ====== ======
<PAGE> 17
CENTRAL POWER AND LIGHT COMPANY
STATEMENT OF INCOME
FOR THE TWELVE MONTHS ENDED MARCH 31, 1994
UNAUDITED
(Millions)
ELECTRIC OPERATING REVENUE $1,249
------
OPERATING EXPENSES AND TAXES
Fuel 360
Purchased power 72
Other operating 229
Restructuring charges 29
Maintenance 85
Depreciation and amortization 133
Taxes, other than Federal income 88
Federal income taxes 66
------
1,062
------
OPERATING INCOME 187
------
OTHER INCOME AND DEDUCTIONS
Mirror CWIP liability amortization 74
Other 3
------
77
------
INCOME BEFORE INTEREST CHARGES 264
------
INTEREST CHARGES
Interest on long-term debt 110
Interest on short-term debt and
other 11
------
121
------
NET INCOME 143
PREFERRED STOCK DIVIDENDS 14
------
NET INCOME FOR COMMON STOCK $129
======
<PAGE> 18
CENTRAL POWER AND LIGHT COMPANY
STATEMENT OF RETAINED EARNINGS
FOR THE TWELVE MONTHS ENDED MARCH 31, 1994
UNAUDITED
(Millions)
RETAINED EARNINGS AT March 31, 1993 $880
Add: Net income (loss) for common
stock 129
------
1,009
Deduct: Common stock dividends 157
------
RETAINED EARNINGS AT March 31, 1994 $852
======
<PAGE> 19
SOUTHWESTERN ELECTRIC POWER COMPANY
BALANCE SHEETS
PER BOOKS AND PRO FORMA
AS OF MARCH 31, 1994
UNAUDITED
(Millions)
Per Pro Forma Pro
Books Adjustments Forma
ASSETS
ELECTRIC UTILITY PLANT
Production $1,398 $1,398
Transmission 355 355
Distribution 691 691
General 197 2 199
Construction work in progress 124 124
------ ------ ------
2,765 2 2,767
Less - Accumulated depreciation 968 968
------ ------ ------
1,797 2 1,799
------ ------ ------
CURRENT ASSETS
Cash and temporary cash investments 8 (2) 6
Accounts receivable 29 29
Materials and supplies, at average
costs 25 25
Fuel inventory, at average cost 37 37
Prepayments and other 17 17
------ ------ ------
116 (2) 114
------ ------ ------
DEFERRED CHARGES AND OTHER ASSETS 60 60
------ ------ ------
$1,973 $0 $1,973
====== ====== ======
<PAGE> 20
SOUTHWESTERN ELECTRIC POWER COMPANY
BALANCE SHEETS
PER BOOKS AND PRO FORMA
AS OF MARCH 31, 1994
UNAUDITED
(Millions)
Per Pro Forma Pro
Books Adjustments Forma
CAPITALIZATION AND LIABILITIES
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 273 273
------ ------
Total common stock equity 654 654
Preferred stock
Not subject to mandatory redemption 16 16
Subject to mandatory redemption 36 36
Long-term debt 600 600
------ ------
Total capitalization 1,306 1,306
------ ------
CURRENT LIABILITIES
Long-term debt due within twelve
months 5 5
Advances from affiliates 24 24
Accounts payable 34 34
Customer deposits 14 14
Fuel refunds due customers 4 4
Accrued taxes 32 32
Accrued interest 12 12
Accrued restructuring charges 25 25
Other 19 19
------ ------
169 169
------ ------
DEFERRED CREDITS
Income taxes 336 336
Investment tax credits 84 84
Income tax related regulatory
liabilities - net 52 52
Other 26 26
------ ------
498 498
------ ------ ------
$1,973 $0 $1,973
====== ====== ======
<PAGE> 21
SOUTHWESTERN ELECTRIC POWER COMPANY
STATEMENT OF INCOME
FOR THE TWELVE MONTHS ENDED MARCH 31, 1994
UNAUDITED
(Millions)
ELECTRIC OPERATING REVENUE $852
------
OPERATING EXPENSES AND TAXES
Fuel 368
Purchased power 15
Other Operating 124
Restructuring charges 25
Maintenance 49
Depreciation and amortization 76
Taxes, other than Federal income 48
Federal income taxes 28
------
733
------
OPERATING INCOME 119
------
OTHER INCOME AND DEDUCTIONS 6
------
INCOME BEFORE INTEREST CHARGES 125
------
INTEREST CHARGES
Interest on long-term debt 41
Interest on short-term debt and
other 4
------
45
------
NET INCOME 80
PREFERRED STOCK DIVIDENDS 3
------
NET INCOME FOR COMMON STOCK $77
======
<PAGE> 22
SOUTHWESTERN ELECTRIC POWER COMPANY
STATEMENT OF RETAINED EARNINGS
FOR THE TWELVE MONTHS ENDED MARCH 31, 1994
UNAUDITED
(Millions)
RETAINED EARNINGS AT March 31, 1993 $272
Add: Net income (loss) for common
stock 77
------
349
Deduct: Common stock dividends 76
------
RETAINED EARNINGS AT March 31, 1994 $273
======
<PAGE> 23
CENTRAL AND SOUTH WEST CORPORATION
AND SUBSIDIARY COMPANIES
PRO FORMA ADJUSTMENTS TO BALANCE SHEETS
MARCH 31, 1994
UNAUDITED
(Thousands)
Central and South West Corporation
and Subsidiary Companies DR CR
Purchase and Install Fueling Equipment (General) $1,500
Fueling Facilities Construction (General) 1,040
Cash $2,540
Central Power and Light Company
Fueling Facilities Construction (General) $250
Cash $250
Southwestern Electric Power Company
Purchase and Install Fueling Equipment (General) $1,250
Fueling Facilities Construction (General) 1,040
Cash $2,290
<PAGE> 24
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
March 31, 1994, other than in the ordinary course of business.
<PAGE> 25
CENTRAL AND SOUTH WEST CORPORATION
AND SUBSIDIARY COMPANIES
CAPITALIZATION RATIOS
PER BOOKS AND PRO FORMA
AS OF MARCH 31, 1994
Common
Stock Preferred Long-term
Equity Stock Debt(*) Total
------- --------- --------- -----
Central and South West
Corporation and
Subsidiary Companies
(Consolidated) Per books 48.1% 5.7% 46.2% 100.0%
Central and South West
Corporation and
Subsidiary Companies
(Consolidated) Pro forma 48.1% 5.7% 46.2% 100.0%
Central and South West
Corporation Per books 100.0% 0.0% 0.0% 100.0%
Central and South West
Corporation Pro forma NO PRO FORMA ADJUSTMENTS
Central Power and Light
Company Per books 46.6% 8.8% 44.6% 100.0%
Central Power and Light
Company Pro forma 46.6% 8.8% 44.6% 100.0%
Southwestern Electric
Power Company Per books 50.1% 4.0% 45.9% 100.0%
Southwestern Electric
Power Company Pro forma 50.1% 4.0% 45.9% 100.0%
(*) Includes Transok's Medium-Term Notes Payable
<PAGE> 26
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