<PAGE> File No. 70-8779
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_________________________________
AMENDMENT NO. 1
TO
FORM U-1
__________________________________
APPLICATION OR DECLARATION
under the
PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
* * *
AMERICAN ELECTRIC POWER COMPANY, INC.
1 Riverside Plaza, Columbus, Ohio 43215
AMERICAN ELECTRIC POWER SERVICE CORPORATION
1 Riverside Plaza, Columbus, Ohio 43215
APPALACHIAN POWER COMPANY
40 Franklin Road, Roanoke, Virginia 24022
COLUMBUS SOUTHERN POWER COMPANY
215 North Front Street, Columbus, Ohio 43215
INDIANA MICHIGAN POWER COMPANY
One Summit Square, Fort Wayne, Indiana 46801
KENTUCKY POWER COMPANY
1701 Central Avenue, Ashland, Kentucky 41101
KINGSPORT POWER COMPANY
422 Broad Street, Kingsport, Tennessee 37660
OHIO POWER COMPANY
339 Cleveland Avenue, S.W., Canton, Ohio 44702
WHEELING POWER COMPANY
51 - 16th Street, Wheeling, West Virginia 26003
(Name of company or companies filing this statement
and addresses of principal executive offices)
* * *
AMERICAN ELECTRIC POWER COMPANY, INC.
1 Riverside Plaza, Columbus, Ohio 43215
(Name of top registered holding company
parent of each applicant or declarant)
* * *
G. P. Maloney, Executive Vice President
AMERICAN ELECTRIC POWER SERVICE CORPORATION
1 Riverside Plaza, Columbus, Ohio 43215
John F. Di Lorenzo, Jr., Associate General Counsel
AMERICAN ELECTRIC POWER SERVICE CORPORATION
1 Riverside Plaza, Columbus, Ohio 43215
(Names and addresses of agents for service)
American Electric Power Company, Inc. ("American"), a holding
company registered under the Public Utility Holding Company Act of
1935 ("1935 Act"), hereby amend its Application or Declaration on
Form U-1 in File No. 70-8779, as follows:
1. By adding American Electric Power Service Corporation,
Appalachian Power Company, Columbus Southern Power Company,
Kentucky Power Company, Kingsport Power Company, Indiana Michigan
Power Company, Ohio Power Company and Wheeling Power Company,
(sometimes collectively referred to herein as "Applicants"), as
parties to this Application or Declaration.
2. By amending and restating the introductory paragraph and
sections A, B and C of Item 1. Description of Proposed Transaction
to read as follows:
"American requests authority through December 31, 2000 to
form one or more direct or indirect new subsidiaries ('New
Subsidiaries') to engage in the business of brokering and
marketing energy commodities ('Energy Commodities').
A. New Business
The New Subsidiaries propose to engage in the businesses
of brokering and marketing Energy Commodities. Energy
Commodities include, but are not limited to, natural and
manufactured gas, electric power, emission allowances, coal,
oil, refined petroleum, refined petroleum products and natural
gas liquids. Their brokering business will involve arranging
the sale and purchase, transportation, transmission and
storage of Energy Commodities for a commission. Their
marketing business will involve entering into contracts to
sell, purchase, exchange, pool, transport, transmit,
distribute, store and otherwise deal in Energy Commodities.
The New Subsidiaries may from time to time have an inventory
of Energy Commodities; however, they will not own or operate
facilities used for the production, generation, processing,
storage, transmission, transportation, or distribution of
Energy Commodities.
Although they will not sell electric power to retail
customers if such sales are not permitted by law, the New
Subsidiaries propose to broker and market Energy Commodities
to retail and wholesale customers. In order to manage the
risk associated with brokering and marketing Energy
Commodities, the New Subsidiaries may enter into futures,
forwards, swaps and options contracts relating to Energy
Commodities. No future, forward, swap or option contract will
be entered into for speculation; such contract will only be
entered to manage risk associated with brokering and marketing
Energy Commodities. No New Subsidiary will be a public
utility company under the 1935 Act.
In addition to forming New Subsidiaries, American may
acquire a direct or indirect interest in a business that
brokers or markets, or both brokers and markets, Energy
Commodities.
B. Service Agreements with New Subsidiaries
The New Subsidiaries propose to enter into Service
Agreements with American Electric Power Service Corporation
('AEPSC') and the operating company subsidiaries of American
('Operating Subsidiaries') pursuant to which personnel and
other resources of AEPSC and the Operating Subsidiaries may be
made available to the New Subsidiaries, upon request, to
support the New Subsidiaries in connection with their
authorized activities. The Service Agreements will require
that AEPSC and the Operating Subsidiaries provide, account for
and bill their services to the New Subsidiaries, utilizing a
work order system, on a full cost reimbursement basis in
accordance with Rules 90 and 91 under the 1935 Act. The
reimbursed cost of services identified through the work order
system will include all direct charges and a prorated share of
other related costs.
The Service Agreements also will provide that AEPSC and
the Operating Subsidiaries make warranties of due care and
compliance with applicable laws to the New Subsidiaries with
respect to the performance of the services requested, but
failure to meet these obligations will not subject them to any
claim or liability, other than to reperform the work at cost
in accordance with the work order. Furthermore, AEPSC and the
Operating Subsidiaries will be indemnified by the New
Subsidiaries against liabilities to or claims of third parties
arising out of the performance of work on behalf of the New
Subsidiaries.
Under the Service Agreements, AEPSC and each Operating
Subsidiary will make available personnel or resources
requested by the New Subsidiaries, if it has or can have
available such personnel or resources. AEPSC and each
Operating Subsidiary will determine the availability of its
personnel and resources.
Initially, the New Subsidiaries are not expected to have
employees. They will use the personnel and resources of AEPSC
and of the Operating Subsidiaries to broker and market Energy
Commodities on their behalf and to administer their
businesses. No more than 1% of the employees of the Operating
Subsidiaries will, at any one time, directly or indirectly
render services to the New Subsidiaries.
C. Initial Capitalization of New Subsidiaries and
Guaranties by American
As the initial capitalization, a New Subsidiary is
expected to issue and sell up to 100 shares of Common Stock
for approximately $100 to American, or if the New Subsidiary
is an indirect subsidiary of American, to a subsidiary of
American. Under Rule 52, the issuance of additional
securities by the New Subsidiaries as well as their
acquisition is exempt from prior Commission authorization
under the 1935 Act. In addition, Rule 45(b)(4) exempts the
making of cash capital contributions to New Subsidiaries from
prior Commission authorization. American, however, does not
expect to invest more than $100,000,000 in the New
Subsidiaries prior to December 31, 2000, either by acquisition
of securities or making capital contributions which are exempt
from Commission approval under Rules 45(b)(4) and 52.
American requests authority through December 31, 2000 to
guarantee the debt and other obligations of the New
Subsidiaries. The maximum amount of debt that American
proposes to guarantee is $50,000,000. The maximum amount of
other obligations that American proposes to guarantee is
$200,000,000.
Debt financing of the New Subsidiaries which is
guaranteed by American will not (i) exceed a term of 15 years
or (ii)(a) bear a rate equivalent to a floating interest rate
in excess of 2.0% over the prime rate, London Interbank
Offered Rate or other appropriate index, in effect from time
to time or (b) bear a fixed rate in excess of 2.50% above the
yield at the time of issuance of United State Treasury
obligations of a comparable maturity. Any commitment and
other fees on the debt will not exceed 50 basis points per
annum on the total amount of debt financing.
Obligations of the New Subsidiaries (other than debt
guaranteed by American) may take the form of bid bonds or
performance or other direct or indirect guarantees of
contractual or other obligations. Such arrangements may be
necessary in order for the New Subsidiaries to satisfy a
customer that they have the support for their contractual
obligations."
SIGNATURE
Pursuant to the requirements of the Public Utility Holding
Company Act of 1935, the undersigned companies have duly caused
this statement to be signed on their behalf by the undersigned
thereunto duly authorized.
AMERICAN ELECTRIC POWER SERVICE CORPORATION
APPALACHIAN POWER COMPANY
COLUMBUS SOUTHERN POWER COMPANY
KENTUCKY POWER COMPANY
KINGSPORT POWER COMPANY
INDIANA MICHIGAN POWER COMPANY
OHIO POWER COMPANY
WHEELING POWER COMPANY
By /s/ John F. Di Lorenzo, Jr.
Secretary
AMERICAN ELECTRIC POWER COMPANY, INC.
By /s/ John F. Di Lorenzo, Jr.
Assistant Secretary
Dated: February 13, 1996
70-8779.#1
