<PAGE> SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
FORM U-6B-2
CERTIFICATE OF NOTIFICATION
Filed by a registered holding company or subsidiary thereof
pursuant to Rule 52 adopted under the Public Utility Holding
Company Act of 1935.
Certificate is filed by Columbus Southern Power Company.
This Certificate is notice that the above-named company has
issued, renewed or guaranteed the security or securities
described herein, which issue, renewal or guaranty was exempted
from the provisions of Section 6(a) of the Act by the provisions
of Section 6(b) of the Act and was neither the subject of a
Declaration or Application on Form U-1, nor included within the
exemption provided by Rule U-48.
<PAGE>
1. Type of security or securities.
First Mortgage Bonds, Designated Secured Medium Term
Notes
2. Issue, renewal or guaranty.
Issuance
3. Principal amount of each security.
(i) $50,000,000 First Mortgage Bond,
Designated Secured Medium Term Note,
7.45% Series due March 1, 2024
(ii) $50,000,000 First Mortgage Bond,
Designated Secured Medium Term Note,
6.55% Series due March 1, 2004
4. Rates of interest per annum of each security.
(i) 7.45%
(ii) 6.55%
5. Date of issue, renewal or guaranty of each security.
(i) January 20, 1994
(ii) January 20, 1994
6. If renewal of security, give date of original issue.
Not applicable
7. Date of maturity of each security.
(i) March 1, 2024
(ii) March 1, 2004
8. Name of persons to whom each security was issued, renewed or
guaranteed.
CEDE & Co., a nominee of The Depository Trust Company
9. Collateral given with each security.
The First Mortgage Bonds, Designated Secured Medium
Term Notes, are issued pursuant to the Company's
Indenture of Mortgage and Deed of Trust dated September
1, 1940 covering substantially all its operating
assets.
10. Consideration received for each security.
(i) Consideration received in amount of $49,625,000
(ii) Consideration received in amount of $49,687,500
11. Application of proceeds of each security.
The proceeds from the sale of the securities were used
to refund prior to maturity and pay at maturity long-
term debt of the Company.
12. Indicate by a check after the applicable statement below
whether the issue, renewal or guaranty of each security was
exempt from the provision of Section 6(a) because of:
a. the provisions contained in the first sentence of
Section 6(b).
b. the provisions contained in the fourth sentence of
Section 6(b).
c. the provisions contained in any rule of the Commission
other than Rule U-48. X
13. If the security or securities were exempt from the
provisions of section 6(a) by virtue of the first sentence
of Section 6(b), give the figures which indicate that the
security or securities aggregate (together with all other
then outstanding notes and drafts of a maturity of nine
months or less, exclusive of days of grace, as to which such
company is primarily or secondarily liable) not more than 5
per centum of the principal amount and par value of the
other securities of such company then outstanding.
Not applicable
<PAGE>
14. If the security or securities are exempt from the provisions
of Section 6(a) because of the fourth sentence of Section
6(b), name the security outstanding on January 1, 1935,
pursuant to the term of which the security or securities
herein described have been issued.
Not applicable
15. If the security or securities are exempt from the provision
of Section 6(a) because of any rule of the Commission other
than Rule U-48, designate the rule under which exemption is
claimed,
Rule 52 relating to issuance of first mortgage
bonds by public utility subsidiaries of registered
holding companies.
COLUMBUS SOUTHERN POWER COMPANY
_/s/ G. P. Maloney___________
G. P. Maloney
Vice President
Dated: February 16, 1994
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