AMERICAN ELECTRIC POWER COMPANY INC
35-CERT, 1996-08-21
ELECTRIC SERVICES
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                     UNITED STATES OF AMERICA
           BEFORE THE SECURITIES AND EXCHANGE COMMISSION


_____________________________________________
                                             :
          In the Matter of                   :
                                             :
AMERICAN ELECTRIC POWER COMPANY, INC.        :    CERTIFICATE OF
          1 Riverside Plaza                  :     NOTIFICATION
        Columbus, Ohio 43215                 :         NO. 6
                                             :
             (70-8429)                       :
                                             :
(Public Utility Holding Company Act of 1935) :
_____________________________________________:


     THIS  IS  TO  CERTIFY  THAT  AMERICAN  ELECTRIC  POWER  COMPANY,  INC.
("American"),  in  accordance with the terms and conditions of, and for the
purposes represented by, the Application - Declaration herein and the Order
of the Securities and  Exchange  Commission  with  respect  thereto,  dated
December  22,  1994,  HCAR  No. 35-26200 (the "Order"), has carried out the
transactions set forth below:

     1.   During  the  calendar  quarter  ended  June  30,  1996,  American
guaranteed the bank loans to AEP Resources International, Limited listed on
Exhibit A attached hereto.   During  this  same  calendar quarter, American
guaranteed  the  obligations  of  AEP  Resources, Inc.  and  AEP  Resources
International, Limited under a Credit Agreement,  dated  as of June 7, 1996
with certain banks.

     2.   During  the  calendar  quarter  ended  June  30,  1996,  American
guaranteed  the  bank  loans  to  AEP  Resources, Inc. listed on Exhibit  B
attached hereto.  During this same calendar quarter, on April 24, 1996, AEP
Resources, Inc. acquired all outstanding  shares  of  common  stock  of AEP
Resources  Australia  Pty., Ltd., an Australian corporation.  AEP Resources
Australia Pty., Ltd. is  a  Project  Parent  as described in the Order.  On
June  20, 1996 AEP Resources Australia Power, L.L.C.,  a  Delaware  limited
liability  company,  was  established  and  also  is  a  Project Parent, as
described in the Order.  AEP Resources International, Limited  owns  98% of
AEP  Resources  Australia  Power, L.L.C.; AEP Resources Project Management,
Limited and AEP Resources Australia  Pty.,  Ltd.  own  1%  each.   The  two
Project  Parents  were  formed  to  bid  on  an interest in Hazelwood Power
Corporation Limited, which would have been an exempt wholesale generator or
foreign utility company.

          AEP Resources International, Limited  and  AEP  Resources Project
Management,  Limited  are  exempt  wholesale  generators  and  not  Project
Parents.

     3.   During  the  calendar  quarter  ended  June  30,  1996,  American
guaranteed a bid bond posted by AEP Resources International, Limited in the
amount  of  $2,000,000  in  support  of  its  bid  in China relating to the
construction of the Liabon B power project.
<PAGE>
     This Certificate of Notification is filed pursuant to the Commission's
Order in this proceeding.

                        AMERICAN ELECTRIC POWER COMPANY, INC.


                         By:  A. A. Pena
                              Treasurer

August 16, 1996

                                                        certnot.6

<PAGE>
                                                        Exhibit A


            AMERICAN ELECTRIC POWER SERVICE CORPORATION
                      CASH MANAGEMENT SYSTEM

                 QUARTERLY SHORT-TERM DEBT REPORT
               AEP RESOURCES INTERNATIONAL, LIMITED



<TABLE>
<CAPTION>
       Issue            Maturity                        Interest         Principal                               Maturity
       DATE               DATE            DAYS           RATE %          BORROWED            INTEREST              VALUE
<S>                <C>                <C>          <C>                <C>                   <C>               <C>
     04/03/96           04/10/96            7            5.6500       $   375,000.00        $   411.98        $   375,411.98
     04/10/96           04/17/96            7            5.6800           625,000.00            690.28            625,690.28
     04/17/96           04/24/96            7            5.5800           625,000.00            678.13            625,678.13
     04/24/96           05/08/96           14            5.5800           625,000.00          1,356.25            626,356.25
     04/30/96           05/08/96            8            5.5200           250,000.00            306.67            250,306.67
     05/08/96           05/15/96            7            5.5700           875,000.00            947.67            875,947.67
     05/15/96           05/22/96            7            5.5500           925,000.00            998.23            925,998.23
     05/22/96           05/30/96            8            5.5500           925,000.00          1,140.83            926,140.83
     05/30/96           06/05/96            6            5.5800           925,000.00            860.25            925,860.25
     06/05/96           06/12/96            7            5.6500           925,000.00          1,016.22            926,016.22
     06/12/96           06/19/96            7            5.5500         1,000,000.00          1,079.17          1,001,079.17
     06/19/96           06/27/96            8            5.6100         1,150,000.00          1,433.67          1,151,433.67
     06/27/96           07/10/96           13            5.7100         1,150,000.00          2,371.24          1,152,371.24
                                                            TOTAL     $10,375,000.00        $13,290.59        $10,388,290.59
             AEP RESOURCES INTERNATIONAL, LIMITED TOTAL               $10,375,000.00        $13,290.59        $10,388,290.59
</TABLE>



Average Number of Days  8.15
Weighted Average Rate   5.6020
<PAGE>
                                                                     Exhibit B


            AMERICAN ELECTRIC POWER SERVICE CORPORATION
                      CASH MANAGEMENT SYSTEM

                 QUARTERLY SHORT-TERM DEBT REPORT
                       AEP RESOURCES, INC.


<TABLE>
<CAPTION>
      Issue           Maturity                      Interest          Principal                        Maturity
      DATE              DATE           DAYS          RATE %           BORROWED         INTEREST          VALUE
<S>               <C>               <C>         <C>               <C>               <C>            <C>
    06/10/96          06/19/96           9           5.5500          $200,000.00         277.50       $200,277.50
    06/19/96          06/27/96           8           5.6100           250,000.00         311.67        250,311.67
    06/27/96          07/10/96          13           5.7100           250,000.00         515.49        250,515.49
                                                        TOTAL        $700,000.00       1,104.66       $701,104.66
                        AEP RESOURCES, INC. TOTAL                    $700,000.00       1,104.66       $701,104.66
</TABLE>



Average Number of Days   10.00
Weighted Average Rate     5.6286



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