File No. 70-8307
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
__________________________________
POST-EFFECTIVE AMENDMENT NO. 11
TO
FORM U-1
__________________________________
APPLICATION OR DECLARATION
under the
PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
* * *
AMERICAN ELECTRIC POWER COMPANY, INC.
AEP ENERGY SERVICES, INC.
1 Riverside Plaza, Columbus, Ohio 43215
(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
Jeffrey D. Cross, General Counsel
AEP ENERGY SERVICES, INC.
1 Riverside Plaza, Columbus, Ohio 43215
(Names and addresses of agents for service)
American Electric Power Company, Inc., a registered holding
company ("American"), and its wholly owned subsidiary, AEP Energy
Services, Inc. ("AEPES") (jointly, the "Applicants"), have filed
with this Commission an Application or Declaration on Form U-1
pursuant to the Public Utility Holding Company Act of 1935 (the
"1935 Act"), and Sections 9 and 10 thereunder. American and AEPES
hereby amend their Application or Declaration on Form U-1 in File
No. 70-8307 as follows:
1. By amending and restating Part E. Compliance with Rule
54 under ITEM 1. DESCRIPTION OF PROPOSED TRANSACTION:
"E. Compliance with Rule 54
Rule 54 provides that in determining whether to approve
certain transactions other than those involving exempt wholesale
generators ('EWG') or foreign utility companies ('FUCO'), as
defined in the 1935 Act, the Commission will not consider the
effect of the capitalization or earnings of any subsidiary which is
an EWG or FUCO if Rule 53(a), (b) and (c) are satisfied. The
requirements of Rule 53(a), (b) and (c) are satisfied.
Rule 53(a)(1). Nanyang General Light Electric Co. Ltd.
('Nanyang'), an indirect subsidiary of AEP, is a FUCO. As of
December 31, 1996, AEP, through its subsidiary, AEP Resources,
Inc., and through AEP Resources' subsidiary, AEP Pushan Power LDC,
had invested $700,000 in Nanyang. This investment represents less
than 1% of $1,473,000,000, the average of the consolidated retained
earnings of AEP reported on Form 10-K or Form 10-Q, as applicable,
for the four consecutive quarters ended September 30, 1996.
Rule 53(a)(2). Nanyang will maintain books and records and
make available the books and records required by Rule 53(a)(2).
Rule 53(a)(3). No more than 2% of the employees of the
operating company subsidiaries of AEP will, at any one time,
directly or indirectly, render services to Nanyang.
Rule 53(a)(4). AEP has submitted and will submit a copy of
Item 9 and Exhibits G and H of AEP's Form U5S to each of the public
service commissions having jurisdiction over the retail rates of
AEP's operating company subsidiaries.
Rule 53(b). (i) Neither AEP nor any subsidiary of AEP is the
subject of any pending bankruptcy or similar proceeding; (ii) AEP's
average consolidated retained earnings for the four most recent
quarterly periods ($1,473,000,000) represented an increase of
approximately $117,000,000 (or 8.6%) in the average consolidated
retained earnings from the previous four quarterly periods
($1,356,000,000); and (iii) for the year ended December 31, 1995,
there were no losses attributable to AEP's investments in Nanyang.
Rule 53(c). Rule 53(c) is inapplicable because the
requirements of Rule 53(a) and (b) have been satisfied."
2. By amending and restating the last paragraph of Part F.
Subsidiaries of AEPES under ITEM 1. DESCRIPTION OF PROPOSED
TRANSACTION:
"In addition, to mitigate risk or access skills and
relationships that AEPES may require, Applicants expect that AEPES
will pursue proposed business activities in certain instances
through alliances with non-associates. Certain of these alliances
may be relatively informal, not involving the formation of any new
entities. Others may encompass formal joint ventures, possibly
involving the formation of one or more partly-owned subsidiaries of
AEPES. Accordingly, Applicants request authorization for AEPES to
form any such wholly- or partly-owned subsidiaries for the purpose
of providing (1) project development, engineering, design,
construction and construction management, operating, fuel
management, maintenance and power plant overhaul, and other similar
kinds of managerial and technical services to both affiliated and
non-affiliated EWGs, FUCOs, QFs and all other projects relating to
the generation, transmission and distribution of electric power
('Power Projects'); (2) energy management and demand-side
management services; and (3) management, technical, operating and
training expertise, as well as technical and procedural resources
to non-affiliated entities that are not Power Projects, all as
previously authorized by the Commission (HCAR Nos. 22468, 26014 and
26267, dated April 21, 1982, March 30, 1994 and April 5, 1995,
respectively.)"
3. By adding this statement to the end of ITEM 2. FEES,
COMMISSIONS AND EXPENSES:
"No additional expenses are expected to be incurred in connection
with this Post-Effective Amendment No. 11."
SIGNATURE
Pursuant to the requirements of the Public Utility Holding
Company Act of 1935, the undersigned companies have duly caused
this amendment to be signed on their behalf by the undersigned
thereunto duly authorized.
AMERICAN ELECTRIC POWER COMPANY, INC.
By _/s/ G. P. Maloney_____________
Vice President
AEP ENERGY SERVICES, INC.
By _/s/ G. P. Maloney_____________
Vice Chairman
Dated: March 5, 1997
