File No. 30-150
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
FORM U5S
ANNUAL REPORT
For the year ended December 31, 1996
Filed Pursuant to the Public Utility Holding Company Act of 1935
by
AMERICAN ELECTRIC POWER COMPANY, INC.
1 Riverside Plaza, Columbus, Ohio 43215
<PAGE>
AMERICAN ELECTRIC POWER COMPANY, INC.
FORM U5S - ANNUAL REPORT
For the Year Ended December 31, 1996
TABLE OF CONTENTS Page
ITEM 1. SYSTEM COMPANIES AND INVESTMENT THEREIN AS OF
DECEMBER 31, 1996. . . . . . . . . . . . . . . . . . . . . . 1-4
ITEM 2. ACQUISITIONS OR SALES OF UTILITY ASSETS. . . . . . . . . . . 5
ITEM 3. ISSUE, SALE, PLEDGE, GUARANTEE OR ASSUMPTION OF SYSTEM
SECURITIES . . . . . . . . . . . . . . . . . . . . . . . . . 5
ITEM 4. ACQUISITION, REDEMPTION OR RETIREMENT OF SYSTEM SECURITIES . 6-8
ITEM 5. INVESTMENTS IN SECURITIES OF NON-SYSTEM COMPANIES. . . . . . 9
ITEM 6. OFFICERS AND DIRECTORS
Part I. Names, principal business address and positions
held as of December 31, 1996 . . . . . . . . . . 10-20
Part II. Banking connections. . . . . . . . . . . . . . . 21
Part III. Compensation and other related information . . . 22-32
ITEM 7. CONTRIBUTIONS AND PUBLIC RELATIONS . . . . . . . . . . . . . 33
ITEM 8. SERVICE, SALES AND CONSTRUCTION CONTRACTS
Part I. Contracts for services or goods between system
companies. . . . . . . . . . . . . . . . . . . . 34
Part II. Contracts to purchase services or goods between
any system company and any affiliate . . . . . . 34
Part III. Employment of any person by any system company
for the performance on a continuing basis of
management services. . . . . . . . . . . . . . . 34
ITEM 9. WHOLESALE GENERATORS AND FOREIGN UTILITY COMPANIES . . . . . 35
ITEM 10 FINANCIAL STATEMENTS AND EXHIBITS (Index). . . . . . . . . . 36
SIGNATURE. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 37
<PAGE>
<TABLE>
ITEM 1. SYSTEM COMPANIES AND INVESTMENT THEREIN AS OF DECEMBER 31, 1996.
<CAPTION>
Issuer Owner's
Number of Common Percent of Book Book
Name of Company Shares Owned Voting Power Value (H) Value (H)
(1) (2) (3) (4) (5)
(in thousands)
<S> <C> <C> <C> <C>
American Electric Power Company, Inc. (AEP) None None None None
AEP Communications, Inc. (AEPC) 100 Shares 100 $ (214) $ (214)
AEP Energy Services, Inc. (AEPESVC) (A) 110 Shares 100 889 889
AEP Energy Solutions, Inc. (AEPESOL)(B) 100 Shares 100 (2,556) (2,556)
AEP Generating Company (AEGCo) 1,000 Shares 100 47,121 47,121
AEP Investments, Inc. (AEPINV) 100 Shares 100 6,375 6,375
AEP Resources, Inc. (AEPR) 100 Shares 100 (6,259) (6,259)
AEP Resources Australia Pty., Ltd. (AEPRA) 2 Shares 100 - -
AEP Resources Delaware, Inc. (AEPRD) 1,000 Shares 100 1 1
AEP Resources International, Ltd. (AEPRI) 1 Share 100 (3,117) (3,117)
AEP Pushan Power, LDC (Pushan) 99 Shares 99 (C) 792 792
Nanyang General Light Electric Co. Ltd. (NGLE) (D) 69.3 (D) 756 693
AEP Resources Mauritius Company (Mauritius) 9,900 Shares 99 (C) 10 10
Total AEP Resources International, Ltd. 802 802
AEP Resources Project Management Company, Ltd. (AEPRPM) 1 Shares 100 7 7
AEP Pushan Power, LDC (Pushan) 1 Shares 1 (C) 8 8
Nanyang General Light Electric Co. Ltd. (NGLE) (D) 0.7 (D) 8 7
AEP Resources Mauritius Company (Mauritius) 100 Shares 1 (C) - -
Total AEP Resources Project Management Co., Ltd. 8 8
Total AEP Resources, Inc. (3,109) (3,109)
American Electric Power Service Corporation (AEPSC) 13,500 Shares 100 2,450 2,450
</TABLE>
<PAGE>
<TABLE>
ITEM 1. (CONTINUED)
<CAPTION>
Issuer Owner's
Number of Common Percent of Book Book
Name of Company Shares Owned Voting Power Value (H) Value (H)
(1) (2) (3) (4) (5)
(in thousands)
<S> <C> <C> <C> <C>
Appalachian Power Company* (APCo) 13,499,500 Shares 97.8 1,044,310 1,065,349
Cedar Coal Co. (CeCCo) 2,000 Shares 100 1,345 1,345
Central Appalachian Coal Company** (CACCo) 3,000 Shares 100 168 168
Central Coal Company** (CCCo) 1,500 Shares 50 (D) 604 604
Central Operating Company (COpCo) 1,500 Shares 50 (E) 89 89
Southern Appalachian Coal Company** (SACCo) 6,950 Shares 100 7,978 7,978
West Virginia Power Company** (WVPCo) 100 Shares 100 234 224
Total Appalachian Power Company 10,418 10,408
Columbus Southern Power Company (CSPCo)* 16,410,426 Shares 100 715,317 715,317
Colomet, Inc.** (COLM) 1,500 Shares 100 2,685 2,685
Conesville Coal Preparation Company (CCPC) 100 Shares 100 1,250 1,250
Simco Inc.** (Simco) 90,000 Shares 100 471 471
Ohio Valley Electric Corporation (OVEC) 4,300 Shares 4.3 535 430
Total Columbus Southern Power Company 4,941 4,836
Franklin Real Estate Company (FRECo) 100 Shares 100 30 28
Indiana Franklin Realty, Inc. (IFRI) 10 Shares 100 1 1
Indiana Michigan Power Company* (I&M) 1,400,000 Shares 100 1,056,927 1,064,114
Blackhawk Coal Company** (BHCCo) 39,521 Shares 100 83,330 83,330
Price River Coal Company** (PRCCo) 1,091 Shares 100 27 27
Total Indiana Michigan Power Company 83,357 83,357
Integrated Communications Systems, Inc.*** (ICS) 80,000 Shares 13.1 (153) -
Kentucky Power Company (KEPCo) 1,009,000 Shares 100 243,290 246,076
Kingsport Power Company (KGPCo) 410,000 Shares 100 20,507 21,163
Ohio Power Company* (OPCo) 27,952,473 Shares 97.3 1,365,878 1,370,292
Cardinal Operating Company (CdOCo) 250 Shares 50 (F) 110 110
Central Coal Company** (CCCo) 1,500 Shares 50 (E) 604 604
Central Ohio Coal Company (COCCo) 69,000 Shares 100 207 207
Central Operating Company (COpCo) 1,500 Shares 50 (E) 90 90
Southern Ohio Coal Company (SOCCo) 5,000 Shares 100 115,899 115,899
Windsor Coal Company (WCCo) 4,064 Shares 100 12,369 12,542
Total Ohio Power Company 129,279 129,452
</TABLE>
<PAGE>
<TABLE>
ITEM 1. (CONTINUED)
<CAPTION>
Issuer Owner's
Number of Common Percent of Book Book
Name of Company Shares Owned Voting Power Value (H) Value (H)
(1) (2) (3) (4) (5)
(in thousands)
<S> <C> <C> <C> <C>
Ohio Valley Electric Corporation* (OVEC) 39,900 Shares 39.9 4,960 4,082
Indiana-Kentucky Electric Corporation (IKEC) 17,000 Shares 100 (E) 3,400 3,400
Wheeling Power Company (WPCo) 150,000 Shares 100 21,072 22,054
Equity in Subsidiaries - Unallocated 14,359 14,359
Total American Electric Power Company, Inc. 4,534,303 4,570,640
Total All Companies $4,764,164 $4,800,488
</TABLE>
________________________________________________
<TABLE>
New subsidiaries added during 1996 are:
<CAPTION>
Name of Company Date and Place of Organization Description of Business
<S> <C> <C>
AEP Communications, Inc. May 31, 1996 in State of Ohio Exempt telecomunications
company status pursuant to
Section 34 (a)(1) of PUHCA
AEP Energy Solutions, Inc. (B) September 24, 1996 in State of Ohio formed to market nonutility
natural gas and electricity
AEP Resources Australia Pty., Ltd. April 24, 1996 in Victoria Australia formed to own, directly or
indirectly, securities of
foreign utility companies
AEP Resources Delaware, Inc. December 16, 1996 in State of Delaware formed to own, directly or
indirectly, securities of
foreign utility companies
AEP Pushan Power, LDC September 16, 1996 in Cayman Islands formed to own, directly or
indirectly, securities of
foreign utility companies
Nanyang General Light Electric Co. Ltd. November 14, 1996 in People's
Republic of China foreign utility company
AEP Resources Mauritius Company November 15, 1996 in Mauritius formed to own, directly or
indirectly, securities of
foreign utility companies
AEP Resources Project Management
Company, Ltd. January 19, 1996 in Cayman Islands formed to own, directly or
indirectly, securities of
foreign utility companies
</TABLE>
<PAGE>
ITEM 1. (CONTINUED)
(A) Name changed to AEP Resources Engineering & Services Company on
March 7, 1997.
(B) Name changed to AEP Energy Services, Inc. on March 7, 1997.
(C) Owned 99% by AEP Resources International Ltd. and 1% AEP Resources Project
Management Company Ltd.
(D) AEP Pushan Power, LDC owns 70%; the other 30% is owned by unaffiliated
companies. The Company is a joint venture company domiciled in the
People's Republic of China. It has registered capital totaling Renminbi
four hundred seventy six million six hundred sixty seven thousand Yuan.
(E) Owned 50% by Appalachian Power Company and 50% by Ohio Power Company.
(F) Ohio Power Company owns 50% of the stock; the other 50% is owned by a
corporation not affiliated with American Electric Power Company, Inc.
(G) This Company is a wholly-owned subsidiary of Ohio Valley Electric
Corporation, 44.2% of whose voting securities are owned by the American
Electric Power System, the balance by unaffiliated companies.
(H) Includes unsecured debt as follows: for AEPSC - $1,100,000, BHCCo -
$28,250,000, CdOCo - $110,000 and WCCo - $225,000.
*Exempt under Section 3(A) pursuant to Rule 2 thereof.
**Inactive.
***Exempt under Securities and Exchange Commission Release No. 35-24295.
All of the active subsidiaries of AEP are involved in the electric utility
business in the United States with the exceptions of AEPC, AEPESVC, AEPESOL,
AEPINV, AEPR, AEPRA, AEPRD, AEPRI, Pushan, NGEL, Mauritius, AEPRPM and ICS.
AEPESVC offers consulting services to unaffiliated entities in AEP and its
subsidiaries' areas of expertise. AEPINV and ICS are involved in the
development of demand side management technologies. The other listed
subsidiaries are pursuing opportunities in non-regulated electric and related
activities.
<PAGE>
ITEM 2. ACQUISITIONS OR SALES OF UTILITY ASSETS
Information concerning acquisitions or sales of utility assets by System
companies not reported in a certificate filed pursuant to Rule 24 are as
follows:
Appalachian Power Company (APCo) entered into a sale and leaseback of
Skimmer Station to the City of Bedford, Virginia for $2,559,040.
Section 9(b) exemption - APCo obtained permission from the State
Corporation Commission of Virginia pursuant to Case No.PUF960001.
State Corporation Commission Order filed as part of Exhibit E.
<TABLE>
ITEM 3. ISSUE, SALE, PLEDGE, GUARANTEE OR ASSUMPTION OF SYSTEM SECURITIES
<CAPTION>
Name of Issuer and Authorization
Description of Issues Date and Form of Transactions Consideration or Exemption
(1) (2) (3) (4)
(in thousands)
<S> <C> <C> <C>
Appalachian Power Company:
First Mortgage Bonds:
6-3/8% Series Due 2001 3/27/96 - Public Offering $99,216 Rule 52
6.80% Series Due 2006 3/27/96 - Public Offering 99,035 Rule 52
Junior Subordinated
Deferrable Interest Debentures
8-1/4% Series A Due 2026 9/17/96 - Public Offering 72,516 Rule 52
Indiana Michigan Power Company:
Junior Subordinated
Deferrable Interest Debentures
8% Series A Due 2026 3/26/96 - Public Offering 38,579 Rule 52
Kentucky Power Company:
Notes Payable:
6.42% Series Due 1999 4/01/96 - Private Sale to Bank 25,000 Rule 52
6.57% Series Due 2000 4/01/96 - Private Sale to Bank 25,000 Rule 52
7.445% Series Due 2002 9/20/96 - Private Sale to Bank 24,985 Rule 52
Kingsport Power Company:
Notes Payable - 6.75% Due 2001 1/22/96 - Private Sale to Bank 10,000 Rule 52
</TABLE>
<PAGE>
<TABLE>
ITEM 4. ACQUISITION, REDEMPTION OR RETIREMENT OF SYSTEM SECURITIES
<CAPTION>
Name of Company Extinguished (EXT)
Name of Issuer and Acquiring, Redeeming or or Held (H) for Authorization
Title of Issue Retiring Securities Consideration Further Disposition or Exemption
(1) (2) (3) (4) (5)
(in thousands)
<S> <C> <C> <C> <C>
American Electric Power Service Corp:
Mortgage Notes
9% Series D Due 1999 AEPSC $ 2,500 EXT Rule 42
9.60% Series E Due 2008 AEPSC 2,500 EXT Rule 42
Appalachian Power Company:
Cumulative Preferred Stock,
No Par Value
4.50% Series APCo 236 EXT Rule 42
4-1/2% Series APCo 112 EXT Rule 42
7.40% Series APCo 25,536 EXT Rule 42
First Mortgage Bonds
7-1/2% Series Due 1998 APCo 45,270 EXT Rule 42
7-5/8% Series Due 2002 APCo 43,350 EXT Rule 42
7-1/2% Series Due 2002 APCo 60,184 EXT Rule 42
9-7/8% Series Due 2020 APCo 20,757 EXT Rule 42
9.35% Series Due 2021 APCo 6,750 EXT Rule 42
8.75% Series Due 2022 APCo 7,254 EXT Rule 42
8.70% Series Due 2022 APCo 5,088 EXT Rule 42
Sinking Fund Debentures
6% Series Due 1996 APCo 7,251 EXT Rule 42
Columbus Southern Power Company:
Cumulative Preferred Stock,
$100 Par Value
9.50% Series CSPCo 7,500 EXT Rule 42
First Mortgage Bonds
9.31% Series Due 2001 CSPCo 30,798 EXT Rule 42
9.625% Series Due 2021 CSPCo 53,610 EXT Rule 42
8.40% Series Due 2022 CSPCo 14,645 EXT Rule 42
</TABLE>
<PAGE>
<TABLE>
ITEM 4. (CONTINUED)
<CAPTION>
Name of Company Extinguished (EXT)
Name of Issuer and Acquiring, Redeeming or or Held (H) for Authorization
Title of Issue Retiring Securities Consideration Further Disposition or Exemption
(1) (2) (3) (4) (5)
(in thousands)
<S> <C> <C> <C> <C>
Indiana Michigan Power Company:
Cumulative Preferred Stock,
$100 Par Value
4-1/8% Series I&M $ 13 EXT Rule 42
7.08% Series I&M 30,555 EXT Rule 42
First Mortgage Bonds
9.50% Series Due 2021 I&M 10,000 EXT Rule 42
9.50% Series Due 2021 I&M 10,000 EXT Rule 42
9.50% Series Due 2021 I&M 20,000 EXT Rule 42
Sinking Fund Debentures
7-1/4% Due 1998 I&M 6,091 EXT Rule 42
Kentucky Power Company:
First Mortgage Bonds
5-1/8% Series Due 1996 KEPCo 29,436 EXT Rule 42
7-7/8% Series Due 2002 KEPCo 45,302 EXT Rule 42
Kingsport Power Company:
Notes Payable
10.78% Due 1996 KGPCo 10,000 EXT Rule 42
</TABLE>
<PAGE>
<TABLE>
ITEM 4. (CONTINUED)
<CAPTION>
Name of Company Extinguished (EXT)
Name of Issuer and Acquiring, Redeeming or or Held (H) for Authorization
Title of Issue Retiring Securities Consideration Further Disposition or Exemption
(1) (2) (3) (4) (5)
(in thousands)
<S> <C> <C> <C> <C>
Ohio Power Company:
Cumulative Preferred Stock,
$100 Par Value
4.08% Series OPCo $ 462 EXT Rule 42
4.20% Series OPCo 514 EXT Rule 42
4.40% Series OPCo 776 EXT Rule 42
5.90% Series OPCo 4,541 EXT Rule 42
6.02% Series OPCo 495 EXT Rule 42
First Mortgage Bonds
5% Series Due 1996 OPCo 38,759 EXT Rule 42
7-5/8% Series Due 2002 OPCo 16,910 EXT Rule 42
7-3/4% Series Due 2002 OPCo 24,130 EXT Rule 42
9-7/8% Series Due 2020 OPCo 2,543 EXT Rule 42
9.625% Series Due 2021 OPCo 50,149 EXT Rule 42
Sinking Fund Debentures
5-1/8% Series Due 1996 OPCo 8,297 EXT Rule 42
6-5/8% Series Due 1997 OPCo 4,267 EXT Rule 42
7-7/8% Series Due 1999 OPCo 4,939 EXT Rule 42
Southern Ohio Coal Company:
Notes Payable
5.79% Due 1996 SOCCo 8,319 EXT Rule 42
Wheeling Power Company:
Notes Payable
10.78% Due 1996 WPCo 10,000 EXT Rule 42
</TABLE>
<PAGE>
<TABLE>
ITEM 5. INVESTMENTS IN SECURITIES OF NONSYSTEM COMPANIES AS OF DECEMBER 31, 1996.
1. Aggregate amount of investments in persons operating in the retail
service area of AEP or of its subsidiaries.
<CAPTION>
Aggregate Amount of Investments Number of
Name of in Persons (Entities), Operating in Persons Description of
Company Retail Service Area of Owner (Entities) Persons (Entities)
(1) (2) (3) (4)
(in thousands)
<S> <C> <C> <C>
APCo $636 7 Industrial Development Corporations
AEPINV 601 1 Economic Development Company
I&M 24 1 Economic Development Company
WPCo 13 1 Industrial Development Corporation
<CAPTION>
2. Securities owned not included in 1 above.
Name of Nature of Description Number Percent of Owner's
Company Name of Issuer Issuer's Business of Securities of Shares Voting Power Book Value
(1) (2) (3) (4) (5) (6) (7)
(in thousands)
<S> <C> <C> <C> <C> <C> <C>
AEPINV Intersource Research &
Technologies, Inc. Technology Development Common Stock 800,000 9.9 $11,500
Preferred Stock 95,000
AEPINV EnviroTech Investment Research &
Fund I Technology Development Limited Partner * 9.9 929
* Limited Partnership Interests
</TABLE>
<PAGE>
ITEM 6. OFFICERS AND DIRECTORS OF AMERICAN ELECTRIC POWER SYSTEM
Part I. (1&2) As of December 31, 1996:
Officers and directors of American Electric Power Company,
Inc. are listed on page 10. Officers and directors of Ohio
Valley Electric Corporation and Indiana-Kentucky Electric
Corporation are listed on page 19. The officers and
directors of all other AEP System companies are located
in the table on pages 11 through 18.
LEGEND OF ABBREVIATIONS
CB Chairman of the Board
VCB Vice Chairman of the Board
D Director
CEO Chief Executive Officer
P President
COO Chief Operating Officer
EVP Executive Vice President
SVP Senior Vice President
VP Vice President
C Controller
S Secretary
T Treasurer
GC General Counsel
Address Codes
(a) 1 Riverside Plaza, Columbus, OH
(b) 40 Franklin Road, Roanoke, VA
(c) 215 N. Front Street, Columbus, OH
(d) One Summit Square, Fort Wayne, IN
(e) 1701 Central Avenue, Ashland, KY
(f) One Cook Place, Bridgman, MI
(g) One Memorial Drive, Lancaster, OH
(h) Dayuan Zhuan Village, Pushan Town, Nanyang City, People's
Republic of China
(k) Mary Street, P.O. Box 1043, George Town, Grand Cayman,
Cayman Islands
(l) Les Cascades Building, Edith Carell Street, Port Louis, Mauritius
(m) 1105 North Market Street, Wilmington, DE
<PAGE>
AMERICAN ELECTRIC POWER COMPANY, INC.
Name Address Position
Peter J. DeMaria (a) D,C
E. Linn Draper, Jr. (a) D,CB,P,CEO
Robert M. Duncan 1397 Haddon Road, Columbus, OH D
Robert W. Fri 6001 Overlea Road, Bethesda, MD D
Dr. Arthur G. Hansen 815 Sugarbush Ridge, Zionsville, IN D
Lester A. Hudson, Jr. P.O. Box 8583, Greenville, SC D
G.P. Maloney (a) D,VP,S
Armando A. Pena (a) T
Angus E. Peyton P.O. Box 226, Charleston, WV D
Donald G. Smith P.O. Box 13948, Roanoke, VA D
Linda Gillespie Stuntz 1201 Pennsylvania Avenue, NW, Washington, DC D
Dr. Morris Tanenbaum 74 Falmouth Street, Short Hills, NJ D
Ann Haymond Zwinger 1825 Culebra Place, Colorado Springs, CO D
<PAGE>
<TABLE>
<CAPTION>
| AEPSC | APCo | CSPCo | I&M | KEPCo | KGPCo | OPCo | WPCo | AEPC |AEPESVC|AEPESOL|
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 R.W. Adkins |D | | | | | | | | | | |
P.O. 4000, St. Albans, WV | | | | | | | | | | | |
2 Anthony J. Ahern | | | | | | | | | | | |
6677 Busch Blvd., Cols, OH | | | | | | | | | | | |
3 L.V. Assante (a) |C | | | | | | | | | | |
4 J.C. Baker (a) |D,VP | | | | | | | | | | |
5 Bruce M. Barber (a) |VP | | | | | | | | | | |
6 P.R. Sydney Bathfield (l) | | | | | | | | | | | |
7 Bruce A. Beam | | | | | | | | | | | |
801 Pennsylvania Ave. NW |D,VP | | | | | | | | | | |
Washington, DC | | | | | | | | | | | |
8 A.A. Blind (f) | | | |VP | | | | | | | |
9 Donald E. Boyd (a) | | | | | | | | | |VP | |
10 C.R. Boyle, III (d) |D | | |D,VP | | | | | | | |
11 Richard K. Byrne | | | | | | | | | | | |
6677 Busch Blvd., Cols., OH| | | | | | | | | | | |
12 R.D. Carson, Jr. (b) |D |VP | | | |VP | | | | | |
13 G.A. Clark (d) | | | |D | | | | | | | |
14 Donald M. Clements, Jr.(a) |D,EVP | | | | | | | |D,P |D,P | |
15 D.H. Crabtree (a) |VP | | | | | | | | | | |
16 Jeffrey D. Cross (a) | | | | | | | | | |VP,GC | |
17 Peter J. DeMaria (a) |D,EVP |D,VP,C |D,VP,C |D,VP,C |D,VP,C |D,VP,C |D,VP,C |D,VP,C |D,VP,C|D,VP,C |C |
18 John F. DiLorenzo, Jr. (a) |D,VP,S |S |S |S |S |S |S |S |S |S |S |
19 W.N. D'Onofrio (d) |D | | |D | | | | | | | |
20 Dr. E. Linn Draper, Jr. (a)|D,CB,P, |D,CB,CEO|D,CB,CEO|D,CB,CEO|D,CB,CEO|D,CB,CEO|D,CB,CEO|D,CB, |D,CB, |D,CB, |CB,CEO |
|CEO | | | | | | |CEO |CEO |CEO | |
21 David W. Dupert (m) | | | | | | | | | | | |
22 J.T. Eaton |D | | | | | | | | | | |
P.O. Box 7078 | | | | | | | | | | | |
Cross Lanes, WV | | | | | | | | | | | |
23 Charles A. Ebetino, Jr. (g)|D,SVP | | | | | | | | | | |
24 Dr. Carl A. Erikson (c) |D,VP | | | | | | | | | | |
25 Dr. Charles A. Falcone (a) |D,SVP | | | | | | | | | | |
26 Henry Fayne (a) |D,SVP |D |D | | |D |D | |D |D | |
27 Luke M. Feck (a) |D,SVP | | | | | | | | | | |
28 Eugene E. Fitzpatrick (f) |D,EVP | | |VP | | | | | | | |
29 D.E. Heydlauff (a) |VP | | | | | | | | | | |
30 Bernard Hu (h) | | | | | | | | | | | |
31 International Management | | | | | | | | | | | |
(Mauritius) Ltd. (l) | | | | | | | | | | | |
32 John R. Jones (a) |D,SVP | | | | | | | | | | |
33 M.O. Julien (a) |VP | | | | | | | | | | |
34 T.F. Kallmeyer |D | | | | | | | | | | |
P.O. Box 312, | | | | | | | | | | | |
Lawrenceburg, IN | | | | | | | | | | | |
35 W. Robert Kelley (a) |VP | | | | | | | | | | |
36 Dennis A. Lantzy (a) | | | | | | | | | |VP | |
37 V.A. Lepore (a) |D,VP | | | | | | | | | | |
38 William J. Lhota (a) |D,EVP |D,P,COO |D,P,COO |D,P,COO |D,P,COO |D,P,COO |D,P,COO |D,P,COO|D,VP |D | |
39 Hugh H. Lucas (g) |VP | | | | | | | | | | |
40 M.L. Mahoney (a) |D | | | | | | | | | | |
41 R.M. Maliszewski (a) |D,SVP | | | | | | | | | | |
42 G.P. Maloney (a) |D,EVP |D,VP |D,VP |D,VP |D,VP |D,VP |D,VP |D,VP |D,VCB |D,VCB |D,VP |
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
| AEGCo | AEPINV | AEPR | AEPRA | AEPRD | AEPRI | AEPRPM | BHCCo | CdOCo |
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 R.W. Adkins | | | | | | | | | |
P.O. 4000, St. Albans, WV | | | | | | | | | |
2 Anthony J. Ahern | | | | | | | | |D |
6677 Busch Blvd., Cols, OH| | | | | | | | | |
3 L.V. Assante (a) | | | | | | | | | |
4 J.C. Baker (a) | | | | | | | | | |
5 Bruce M. Barber (a) | | | | | | | | | |
6 P.R. Sydney Bathfield (l) | | | | | | | | | |
7 Bruce A. Beam | | | | | | | | | |
801 Pennsylvania Ave. NW | | | | | | | | | |
Washington, DC | | | | | | | | | |
8 A.A. Blind (f) | | | | | | | | | |
9 Donald E. Boyd (a) | | |VP |D | | | | | |
10 C.R. Boyle, III (d) | | | | | | | | | |
11 Richard K. Byrne | | | | | | | | |D,VP |
6677 Busch Blvd., Cols, OH| | | | | | | | | |
12 R.D. Carson, Jr. (b) | | | | | | | | | |
13 G.A. Clark (d) | | | | | | | | | |
14 Donald M. Clements, Jr.(a)| |D,P |D,P |D,CB |D,P |D,P |D,P | | |
15 D.H. Crabtree (a) | | | | | | | | | |
16 Jeffrey D. Cross (a) | |VP,GC |VP,GC |D,S |D,VP |VP,GC |D | | |
17 Peter J. DeMaria (a) |D,VP,C |D,VP,C |D,VP,C | | |D,VP,C | |D,VP,C |C |
18 John F. DiLorenzo, Jr. (a)|S |S |S | | |S | |S |S |
19 W.N. D'Onofrio (d) | | | | | | | | | |
20 Dr. E. Linn Draper, Jr.(a)|D,P,CEO|D,CB,CEO|D,CB,CEO| | |D,CB,CEO| |D,CB,CEO|D,P |
21 David W. Dupert (m) | | | | |D | | | | |
22 J.T. Eaton | | | | | | | | | |
P.O. Box 7078 | | | | | | | | | |
Cross Lanes, WV | | | | | | | | | |
23 Charles A. Ebetino, Jr.(g)| | | | | | | |D,P,COO | |
24 Dr. Carl A. Erikson (c) | | | | | | | | | |
25 Dr. Charles A. Falcone (a)| | | | | | | | | |
26 Henry Fayne (a) |D |D |D | | |D | | | |
27 Luke M. Feck (a) | | | | | | | | | |
28 Eugene E. Fitzpatrick (f) | | | | | | | | | |
29 D.E. Heydlauff (a) | | | | | | | | | |
30 Bernard Hu (h) | | | | | | | | | |
31 International Management | | | | | | | | | |
(Mauritius) Ltd. (l) | | | | | | | | | |
32 John R. Jones (a) |D | |VP | | |VP | | |D,VP |
33 M.O. Julien (a) | | | | | | | | | |
34 T.F. Kallmeyer | | | | | | | | | |
P.O. Box 312 | | | | | | | | | |
Lawrenceburg, IN | | | | | | | | | |
35 W. Robert Kelley (a) | | | | | | | | | |
36 Dennis A. Lantzy (a) | |VP |VP | | |VP | | | |
37 V.A. Lepore (a) | | | | | | | | | |
38 William J. Lhota (a) |D |D,VP |D | | |D | |D |D,VP |
39 Hugh H. Lucas (g) | | | | | | | | | |
40 M.L. Mahoney (a) | | | | | | | | | |
41 R.M. Maliszewski (a) | | | | | | | | |D |
42 G.P. Maloney (a) |D,VP |D,VCB |D,VCB | | |D,VCB | |D,VP | |
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
| CeCCo | CACCo | CCCo | COCCo | COpCo | COLM | CCPC | FRECo | IFRI |
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 R.W. Adkins | | | | | | | | | |
P.O. 4000, St. Albans, WV | | | | | | | | | |
2 Anthony J. Ahern | | | | | | | | | |
6677 Busch Blvd., Cols, OH| | | | | | | | | |
3 L.V. Assante (a) | | | | | | | | | |
4 J.C. Baker (a) | | | | | | | | | |
5 Bruce M. Barber (a) | | | | | | | | | |
6 P.R. Sydney Bathfield (l) | | | | | | | | | |
7 Bruce A. Beam | | | | | | | | | |
801 Pennsylvania Ave. NW | | | | | | | | | |
Washington, DC | | | | | | | | | |
8 A.A. Blind (f) | | | | | | | | | |
9 Donald E. Boyd (a) | | | | | | | | | |
10 C.R. Boyle, III (d) | | | | | | | | | |
11 Richard K. Byrne | | | | | | | | | |
6677 Busch Blvd., Cols, OH| | | | | | | | | |
12 R.D. Carson, Jr. (b) | | | | | | | | | |
13 G.A. Clark (d) | | | | | | | | | |
14 Donald M. Clements, Jr.(a)| | | | | | | | | |
15 D.H. Crabtree (a) | | | | | | | | | |
16 Jeffrey D. Cross (a) | | | | | | | | | |
17 Peter J. DeMaria (a) |D,VP,C |D,VP,C |D,VP,C |D,VP,C |D,VP,C |D,VP,C |D,VP,C |D,VP,C |D,VP,C |
18 John F. DiLorenzo, Jr. (a)|S |S |S |S |S |S |S |S |S |
19 W.N. D'Onofrio (d) | | | | | | | | | |
20 Dr. E. Linn Draper, Jr.(a)|D,CB,CEO|D,CB,CEO|D,CB,CEO|D,CB,CEO|D,P,CEO |D,P,CEO |D,CB,CEO|D,P,CEO |D,P,CEO |
21 David W. Dupert (m) | | | | | | | | | |
22 J.T. Eaton | | | | | | | | | |
P.O. Box 7078 | | | | | | | | | |
Cross Lanes, WV | | | | | | | | | |
23 Charles A. Ebetino, Jr.(g)|D,P,COO |D,P,COO |D,P,COO |D,P,COO | | |D,P,COO | | |
24 Dr. Carl A. Erikson (c) | | | | | | | | | |
25 Dr. Charles A. Falcone (a)| | | | | | | | | |
26 Henry Fayne (a) | | | | | | | | | |
27 Luke M. Feck (a) | | | | | | | | | |
28 Eugene E. Fitzpatrick (f) | | | | | | | | | |
29 D.E. Heydlauff (a) | | | | | | | | | |
30 Bernard Hu (h) | | | | | | | | | |
31 International Management | | | | | | | | | |
(Mauritius) Ltd. (l) | | | | | | | | | |
32 John R. Jones (a) | | | | | | | | | |
33 M.O. Julien (a) | | | | | | | | | |
34 T.F. Kallmeyer | | | | | | | | | |
P.O. Box 312 | | | | | | | | | |
Lawrenceburg, IN | | | | | | | | | |
35 W. Robert Kelley (a) | | | | | | | | | |
36 Dennis A. Lantzy (a) | | | | | | | | | |
37 V.A. Lepore (a) | | | | | | | | | |
38 William J. Lhota (a) |D |D |D |D |D |D,VP |D |D,VP |D,VP |
39 Hugh H. Lucas (g) | | | | | | | | | |
40 M.L. Mahoney (a) | | | | | | | | | |
41 R.M. Maliszewski (a) | | | | | | | | | |
42 G.P. Maloney (a) |D,VP |D,VP |D,VP |D,VP |D,VP |D,VP |D,VP |D,VP |D,VP |
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
|Mauritius| NGLE | PRCCo | Pushan | Simco | SACCo | SOCCo | WVPCo | WCCo |
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 R.W. Adkins | | | | | | | | | |
P.O. 4000, St. Albans, WV | | | | | | | | | |
2 Anthony J. Ahern | | | | | | | | | |
6677 Busch Blvd.,Cols, OH | | | | | | | | | |
3 L.V. Assante (a) | | | | | | | | | |
4 J.C. Baker (a) | | | | | | | | | |
5 Bruce M. Barber (a) | | | | | | | | | |
6 P.R. Sydney Bathfield (l) |D | | | | | | | | |
7 Bruce A. Beam | | | | | | | | | |
801 Pennsylvania Ave, NW | | | | | | | | | |
Washington, DC | | | | | | | | | |
8 A.A. Blind (f) | | | | | | | | | |
9 Donald E. Boyd (a) | |D | | | | | | | |
10 C.R. Boyle, III (d) | | | | | | | | | |
11 Richard K. Byrne | | | | | | | | | |
6677 Busch Blvd., Cols, OH | | | | | | | | | |
12 R.D. Carson, Jr. (b) | | | | | | | | | |
13 G.A. Clark (d) | | | | | | | | | |
14 Donald M. Clements, Jr. (a)|D,P |D,CB | |D,P | | | | | |
15 D.H. Crabtree (a) | | | | | | | | | |
16 Jeffrey D. Cross (a) |D |D,S | |D | | | | | |
17 Peter J. DeMaria (a) | | |D,VP,C | |D,VP,C |D,VP,C |D,VP,C |D,VP,C |D,VP,C |
18 John F. DiLorenzo, Jr. (a) | | |S | |S |S |S |S |S |
19 W.N. D'Onofrio (d) | | | | | | | | | |
20 Dr. E. Linn Draper, Jr. (a)| | |D,CB,CEO| |D,CB,CEO|D,CB,CEO|D,CB,CEO|D,P,CEO |D,CB,CEO|
21 David W. Dupert (m) | | | | | | | | | |
22 J.T. Eaton | | | | | | | | | |
P.O. Box 7078 | | | | | | | | | |
Cross Lanes, WV | | | | | | | | | |
23 Charles A. Ebetino, Jr. (g)| | |D,P,COO | |D,P,COO |D,P,COO |D,P,COO | |D,P,COO |
24 Dr. Carl A. Erikson (c) | | | | | | | | | |
25 Dr. Charles A. Falcone (a) | | | | | | | | | |
26 Henry Fayne (a) | | | | | | | | | |
27 Luke M. Feck (a) | | | | | | | | | |
28 Eugene E. Fitzpatrick (f) | | | | | | | | | |
29 D.E. Heydlauff (a) | | | | | | | | | |
30 Bernard Hu (h) | |D | | | | | | | |
31 International Management |S | | | | | | | | |
(Mauritius) Ltd. (l) | | | | | | | | | |
32 John R. Jones (a) | | | | | | | | | |
33 M.O. Julien (a) | | | | | | | | | |
34 T.F. Kallmeyer | | | | | | | | | |
P.O. Box 312, | | | | | | | | | |
Lawrenceburg, IN | | | | | | | | | |
35 W. Robert Kelley (a) | | | | | | | | | |
36 Dennis A. Lantzy (a) | |D | | | | | | | |
37 V.A. Lepore (a) | | | | | | | | | |
38 William J. Lhota (a) | | |D | |D |D |D |D |D |
39 Hugh H. Lucas (g) | | | | | | | | | |
40 M.L. Mahoney (a) | | | | | | | | | |
41 R.M. Maliszewski (a) | | | | | | | | | |
42 G.P. Maloney (a) | | |D,VP | |D,VP |D,VP |D,VP |D,VP |D,VP |
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
| AEPSC | APCo | CSPCo | I&M | KEPCo | KGPCo | OPCo | WPCo | AEPC |AEPESVC | AEPESOL|
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
43 Dr. James J. Markowsky (a) |D,EVP |D,VP |D,VP |D,VP |D,VP |D |D,VP |D |D |D | |
44 Thomas R. McCaffrey (a) |D,VP | | | | | | | | | | |
45 J.K. McWilliams (a) |D,VP | | | | | | | | | | |
46 T.C. Mosher (e) |D | | | |VP | | | | | | |
47 Richard Munczinski (a) |D,VP | | | | | | | | | | |
48 David Mustine (a) | | | | | | | | |VP |SVP | |
49 P.M. O'Brien (g) |VP | | | | | | | | | | |
50 John A. Oscar, Jr. (m) | | | | | | | | | | | |
51 Armando A. Pena (a) |D,SVP,T|T |T |T |T |T |T |T |T |T |T |
52 D.T. Phlegar |D | | | | | | | | | | |
P.O. Box 271, Cheshire, OH | | | | | | | | | | | |
53 R.B. Plimpton (a) |D,SVP | | | | | | | | | | |
54 R.E. Prater (a) |D,VP | | | | | | | | | | |
55 Ashraf Ramtoola (l) | | | | | | | | | | | |
56 Bruce A. Renz (a) |VP | | | | | | | | | | |
57 H.E. Rhodes, Jr. (c) |D | | | | | | | | | | |
58 Samuel P. Riggle, Jr. | | | | | | | | | | | |
P.O. Box 112 | | | | | | | | | | | |
Millersburg, OH | | | | | | | | | | | |
59 Robert L. Roberts | | | | | | | | | | | |
P.O. Box 604, Piqua, OH | | | | | | | | | | | |
60 M.P. Ryan (a) |D | |VP | | | |VP | | | | |
61 William L. Scott (a) |VP | | | | | | | | | | |
62 Mark A. Snape | | | | | | | | | | | |
600 Bourke Street | | | | | | | | | | | |
Melbourne, Victoria AU | | | | | | | | | | | |
63 Lance G. Sogan | | | | | | | | | | | |
P.O. Box 490 | | | | | | | | | | | |
Athens, OH | | | | | | | | | | | |
64 Peter Splawnyk (c) |D,VP | | | | | | | | | | |
65 R. Dane Swinehart | | | | | | | | | | | |
P.O. Box 250 | | | | | | | | | | | |
Lancaster, OH | | | | | | | | | | | |
66 D.B. Synowiec | | | |D | | | | | | | |
R. R. Number 2, Box 24A | | | | | | | | | | | |
Rockport, IN | | | | | | | | | | | |
67 Lu Ming Tao (h) | | | | | | | | | | | |
68 Peter R. Thomas (a) | | | | | | | | |VP | | |
69 D.M. Trenary (d) | | | |D | | | | | | | |
70 Joseph A. Valentine (a) |D,VP | | | | | | | | | | |
71 Andrew P. Varley (a) |D,SVP | | | | | | | | | | |
72 Joseph H. Vipperman (c) |D,EVP |D,VP |D,VP |D,VP |D,VP |D,VP |D,VP |D,VP | | | |
73 Dana E. Waldo |D |VP | | | | | |VP | | | |
P.O. Box 1986 | | | | | | | | | | | |
Charleston, WV | | | | | | | | | | | |
74 W.S. Walker & Co. (k) | | | | | | | | | | | |
75 W.E. Walters | | | |D | | | | | | | |
P.O. Box 1731 | | | | | | | | | | | |
South Bend, IN | | | | | | | | | | | |
76 T.R. Watkins (a) |D | | | | | | | | | | |
77 E.H. Wittkamper (d) | | | |D | | | | | | | |
78 Xu Xinglong (h) | | | | | | | | | | | |
79 R.L. Young (g) |D | | | | | | | | | | |
80 Hao Zhengshan (h) | | | | | | | | | | | |
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
| AEGCo | AEPINV | AEPR | AEPRA | AEPRD | AEPRI | AEPRPM | BHCCo | CdOCo |
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
43 Dr. James J. Markowsky (a) |D,VP |D |D | | |D | |D |D,VP |
44 Thomas R. McCaffrey (a) | | | | | | | | | |
45 J.K. McWilliams (a) | | | | | | | | | |
46 T.C. Mosher (e) | | | | | | | | | |
47 Richard Munczinski (a) | | | | | | | | | |
48 David Mustine (a) | |SVP |SVP |D | |SVP |D,VP | | |
49 P.M. O'Brien (g) | | | | | | | | | |
50 John A. Oscar, Jr. (m) | | | | |D,S | | | | |
51 Armando A. Pena (a) |T |T |T |D |D,T |VP,T |D,T |T |T |
52 D.T. Phlegar | | | | | | | | | |
P.O. Box 271, Cheshire, OH | | | | | | | | | |
53 R.B. Plimpton (a) | | | | | | | | | |
54 R.E. Prater (a) | | | | | | | | | |
55 Ashraf Ramtoola (l) | | | | | | | | | |
56 Bruce A. Renz (a) | | | | | | | | | |
57 H.E. Rhodes, Jr. (c) | | | | | | | | | |
58 Samuel P. Riggle, Jr. | | | | | | | | | |
P.O. Box 112 | | | | | | | | |D,VP |
Millersburg, OH | | | | | | | | | |
59 Robert L. Roberts | | | | | | | | | |
P.O. Box 604, Piqua, OH | | | | | | | | |D |
60 M.P. Ryan (a) | | | | | | | | | |
61 William L. Scott (a) | | | | | | | | | |
62 Mark A. Snape | | | |D,S | | | | | |
600 Bourke Street | | | | | | | | | |
Melbourne, Victoria AU | | | | | | | | | |
63 Lance G. Sogan | | | | | | | | | |
P.O. Box 490 | | | | | | | | | |
Athens, OH | | | | | | | | | |
64 Peter Splawnyk (c) | | | | | | | | | |
65 R. Dane Swinehart | | | | | | | | | |
P.O. Box 250 | | | | | | | | |D,VP |
Lancaster, OH | | | | | | | | | |
66 D.B. Synowiec | | | | | | | | | |
R. R. Number 2, Box 24A | | | | | | | | | |
Rockport, IN | | | | | | | | | |
67 Lu Ming Tao (h) | | | | | | | | | |
68 Peter R. Thomas (a) | | | | | | | | | |
69 D,M. Trenary (d) | | | | | | | | | |
70 Joseph A. Valentine (a) | | | | | | | | | |
71 Andrew P. Varley (a) | | | | | | | | | |
72 Joseph H. Vipperman (c) | | | | | | | | | |
73 Dana E. Waldo | | | | | | | | | |
P.O. Box 1986 | | | | | | | | | |
Charleston, WV | | | | | | | | | |
74 W.S. Walker & Co. (k) | | | | | | |S | | |
75 W.E. Walters | | | | | | | | | |
P.O. Box 1731 | | | | | | | | | |
South Bend, IN | | | | | | | | | |
76 T.R. Watkins (a) | | | | | | | | | |
77 E.H. Wittkamper (d) | | | | | | | | | |
78 Xu Xinglong (h) | | | | | | | | | |
79 R.L. Young (g) | | | | | | | | | |
80 Hao Zhengshan (h) | | | | | | | | | |
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
| CeCCo | CACCo | CCCo | COCCo | COpCo | COLM | CCPC | FRECo | IFRI |
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
43 Dr. James J. Markowsky (a)|D |D |D |D |D |D,VP |D |D,VP |D,VP |
44 Thomas R. McCaffrey (a) | | | | | | | | | |
45 J.K. McWilliams (a) | | | | | | | | | |
46 T.C. Mosher (e) | | | | | | | | | |
47 Richard Munczinski (a) | | | | | | | | | |
48 David Mustine (a) | | | | | | | | | |
49 P.M. O'Brien (g) | | | | | | | | | |
50 John A. Oscar, Jr. (m) | | | | | | | | | |
51 Armando A. Pena (a) |T |T |T |T |T |T |T |T |T |
52 D.T. Phlegar | | | | | | | | | |
P.O. Box 271, Cheshire, OH| | | | | | | | | |
53 R.B. Plimpton (a) | | | | | | | | | |
54 R.E. Prater (a) | | | | | | | | | |
55 Ashraf Ramtoola (l) | | | | | | | | | |
56 Bruce A. Renz (a) | | | | | | | |VP |VP |
57 H.E. Rhodes, Jr. (c) | | | | | | | | | |
58 Samuel P. Riggle, Jr. | | | | | | | | | |
P.O. Box 112 | | | | | | | | | |
Millersburg, OH | | | | | | | | | |
59 Robert L. Roberts | | | | | | | | | |
P.O. Box 604, Piqua, OH | | | | | | | | | |
60 M.P. Ryan (a) | | | | | | | | | |
61 William L. Scott (a) | | | | | | | | | |
62 Mark A. Snape | | | | | | | | | |
600 Bourke Street | | | | | | | | | |
Melbourne, Victoria AU | | | | | | | | | |
63 Lance G. Sogan | | | | | | | | | |
P.O. Box 490 | | | | | | | | | |
Athens, OH | | | | | | | | | |
64 Peter Splawnyk (c) | | | | | | | | | |
65 R. Dane Swinehart | | | | | | | | | |
P.O. Box 250 | | | | | | | | | |
Lancaster, OH | | | | | | | | | |
66 D.B. Synowiec | | | | | | | | | |
R. R. Number 2, Box 24A | | | | | | | | | |
Rockport, IN | | | | | | | | | |
67 Lu Ming Tao (h) | | | | | | | | | |
68 Peter R. Thomas (a) | | | | | | | | | |
69 D.M. Trenary (d) | | | | | | | | | |
70 Joseph A. Valentine (c) | | | | | | | | | |
71 Andrew P. Varley (a) | | | | | | | | | |
72 Joseph H. Vipperman (c) | | | | | | | |VP |VP |
73 Dana E. Waldo | | | | | | | | | |
P.O. Box 1986 | | | | | | | | | |
Charleston, WV | | | | | | | | | |
74 W.S. Walker & Co. (k) | | | | | | | | | |
75 W.E. Walters | | | | | | | | | |
P.O. Box 1731 | | | | | | | | | |
South Bend, IN | | | | | | | | | |
76 T.R. Watkins (a) | | | | | | | | | |
77 E.H. Wittkamper (d) | | | | | | | | | |
78 Xu Xinglong (h) | | | | | | | | | |
79 R.L. Young (g) | | | | | | | | | |
80 Hao Zhengshan (h) | | | | | | | | | |
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
|Mauritius| NGLE | PRCCo | Pushan | Simco | SACCo | SOCCo | WVPCo | WCCo |
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
43 Dr. James J. Markowsky (a) | | |D | |D |D |D |D |D |
44 Thomas R. McCaffrey (a) | | | | | | | | | |
45 J.K. McWilliams (a) | | | | | | | | | |
46 T.C. Mosher (e) | | | | | | | | | |
47 Richard Munczinski (a) | | | | | | | | | |
48 David Mustine (a) |D,VP |D | |D | | | | | |
49 P.M. O'Brien (g) | | | | | | | | | |
50 John A. Oscar, Jr. (m) | | | | | | | | | |
51 Armando A. Pena (a) |D,T |D |T |D,VP,T |T |T |T |T |T |
52 D.T. Phlegar | | | | | | | | | |
P.O. Box 271, Cheshire, OH | | | | | | | | | |
53 R.B. Plimpton (a) | | | | | | | | | |
54 R.E. Prater (a) | | | | | | | | | |
55 Ashraf Ramtoola (l) |D | | | | | | | | |
56 Bruce A. Renz (a) | | | | | | | | | |
57 H.E. Rhodes, Jr. (c) | | | | | | | | | |
58 Samuel P. Riggle, Jr. | | | | | | | | | |
P.O. Box 112 | | | | | | | | | |
Millersburg, OH | | | | | | | | | |
59 Robert L. Roberts | | | | | | | | | |
P.O. Box 604, Piqua, OH | | | | | | | | | |
60 M.P. Ryan (a) | | | | | | | | | |
61 William L. Scott (a) | | | | | | | | | |
62 Mark A. Snape | | | | | | | | | |
600 Bourke Street | | | | | | | | | |
Melbourne, Victoria AU | | | | | | | | | |
63 Lance G. Sogan | | | | | | |VP | | |
P.O. Box 490 | | | | | | | | | |
Athens, OH | | | | | | | | | |
64 Peter Splawnyk (c) | | | | | | | | | |
65 R. Dane Swinehart | | | | | | | | | |
P.O. Box 250 | | | | | | | | | |
Lancaster, OH | | | | | | | | | |
66 D.B. Synowiec | | | | | | | | | |
R. R. Number 2, Box 24A | | | | | | | | | |
Rockport, IN | | | | | | | | | |
67 Lu Ming Tao (h) | |D | | | | | | | |
68 Peter R. Thomas (a) | | | | | | | | | |
69 D.M. Trenary (d) | | | | | | | | | |
70 Joseph A. Valentine (a) | | | | | | | | | |
71 Andrew P. Varley (a) | | | | | | | | | |
72 Joseph H. Vipperman (c) | | | | | | | | | |
73 Dana E. Waldo | | | | | | | | | |
P.O. Box 1986 | | | | | | | | | |
Charleston, WV | | | | | | | | | |
74 W.S. Walker & Co. (k) | | | |S | | | | | |
75 W.E. Walters | | | | | | | | | |
P.O. Box 1731 | | | | | | | | | |
South Bend, IN | | | | | | | | | |
76 T.R. Watkins (a) | | | | | | | | | |
77 E.H. Wittkamper (d) | | | | | | | | | |
78 Xu Xinglong (h) | |D,VCB | | | | | | | |
79 R.L. Young (g) | | | | | | | | | |
80 Hao Zhengshan (h) | |D | | | | | | | |
</TABLE>
<PAGE>
<TABLE>
OHIO VALLEY ELECTRIC CORPORATION
INDIANA-KENTUCKY ELECTRIC CORPORATION
<CAPTION>
IKEC OVEC
Name Address Position Position
<S> <C> <C> <C>
C.R. Boyle, III (d) D -
John D. Brodt P.O. Box 468, Piketon, OH S,T S,T
W.N. D'Onofrio (d) D -
E. Linn Draper, Jr. (a) D,P D,P
Murray R. Edelman 6200 Oak Tree Blvd., Independence, OH - D
Donald R. Feenstra 800 Cabin Hill Dr., Greensburg, PA - D
David L. Hart (a) VP VP
Chris Hermann 220 West Main Street, Louisville, KY - D
Allen M. Hill 1065 Woodman Drive, Dayton, OH - D
W.R. Holland 76 South Main Street, Akron, OH D D
J. Gordon Hurst 20 NW Fourth Street, Evansville, IN D -
David E. Jones P.O. Box 468, Piketon, OH VP VP
John R. Jones (a) - D
William J. Lhota (a) - D
G.P. Maloney (a) VP VP
Dr. James J. Markowsky (a) - D
Alan J. Noia 10435 Downsville Pike, Hagerstown, MD - D
J.H. Randolph 139 East Fourth Street, Cincinnati, OH - D
Ronald G. Reherman 20 NW Fourth Street, Evansville, IN D D
Peter J. Skrgic 800 Cabin Hill Dr., Greensburg, PA D D
Michael R. Whitley 1 Quality Street, Lexington, KY - D
</TABLE>
<PAGE>
ITEM 6. (CONTINUED)
<TABLE>
Part II. Each officer and director with a financial connection within the
provisions of Section 17(c) of the Act are as follows:
<CAPTION>
Position
Name and Location Held in Applicable
Name of Officer of Financial Financial Exemption
or Director Institution Institution Rule
(1) (2) (3) (4)
<S> <C> <C> <C>
Robert M. Duncan First Federal Savings and
Loan Association
Newark, Ohio Director 70(a)
L.A. Hudson, Jr. American National Bankshares, Inc.
Danville, Virginia Director 70(a)
American National Bank & Trust Co.
Danville, Virginia Director 70(a)
W.J. Lhota Huntington Bancshares, Inc.
Columbus, Ohio Director 70(c),(f)
A.E. Peyton One Valley Bank, N.A.
Charleston, West Virginia Director 70(a)
One Valley Bancorp of
West Virginia, Inc.
Charleston, West Virginia Director 70(a)
Samuel P. CSB Bancorp, Inc.
Riggle, Jr. Millersburg, Ohio Director 70(c),(f)
Commercial & Saving Bank
Millersburg, Ohio Director 70(c),(f)
R.L. Roberts Third Savings and Loan Co.
Piqua, Ohio Director 70(c)
Donald G. Smith First Union National Bank
of Virginia
Roanoke, Virginia Director 70(a)
R.D. Swinehart Standing Stone National Bank
Lancaster, Ohio Director 70(c),(f)
</TABLE>
<PAGE>
ITEM 6. (continued)
Part III. The disclosures made in the System companies' most recent proxy
statement and annual report on Form 10-K with respect to items (a)
through (f) follow:
(a) COMPENSATION OF DIRECTORS AND EXECUTIVE OFFICERS
Executive Compensation
The following table shows for 1996, 1995 and 1994 the compensation
earned by the chief executive officer and the four other most
highly compensated executive officers (as defined by regulations of
the Securities and Exchange Commission) of the AEP System at
December 31, 1996.
<TABLE>
<CAPTION>
Summary Compensation Table
Long-Term
Annual Compensation Compensation All Other
Salary Bonus Payouts Compensation
Name Year ($) ($)(1) LTIP Payouts($)(1) ($)(2)
<S> <C> <C> <C> <C> <C>
E. Linn Draper, Jr. 1996 720,000 281,664 675,903 31,990
1995 685,000 236,325 334,851 30,790
1994 620,000 209,436 137,362 29,385
Peter J. DeMaria 1996 360,000 140,832 290,825 21,190
1995 330,000 113,850 143,829 20,050
1994 305,000 103,029 59,032 18,750
G. P. Maloney 1996 360,000 140,832 286,288 21,190
1995 330,000 113,850 141,582 20,060
1994 300,000 101,340 58,094 19,745
William J. Lhota 1996 320,000 125,184 263,114 19,690
1995 300,000 103,500 132,592 19,140
1994 280,000 94,584 54,409 19,185
James J. Markowsky 1996 303,000 118,534 254,535 19,480
1995 285,000 98,325 126,599 17,515
1994 267,000 90,193 51,930 14,755
</TABLE>
Notes to Summary Compensation Table
(1) Amounts in the "Bonus" column reflect payments under the
Management Incentive Compensation Plan for performance measured for each of
the years ended December 31, 1994, 1995 and 1996. Payments are made in
March of the subsequent year. Amounts for 1996 are estimates but should not
change significantly.
Amounts in the "Long-Term Compensation" column reflect
performance share unit targets earned under the Performance Share Incentive
Plan (which became effective January 1, 1994) for the one-, two- and
three-year performance periods ending December 31, 1994, 1995 and 1996,
respectively. The one- and two-year performance periods were transition
performance periods.
(2) For 1996, includes (i) employer matching contributions under the
AEP System Employees Savings Plan: Dr. Draper, $3,600; Mr. DeMaria, $3,175;
Mr. Maloney, $4,500; Mr. Lhota, $4,500; and Dr. Markowsky, $3,235;
(ii) employer matching contributions under the AEP System Supplemental
Savings Plan, a non-qualified plan designed to supplement the AEP Savings
Plan: Dr. Draper, $18,000; Mr. DeMaria, $7,625; Mr. Maloney, $6,300;
Mr. Lhota, $4,800; and Dr. Markowsky, $5,855; and (iii) subsidiary
companies director fees: $10,390 for each of the named executive officers.
Compensation of Directors
In 1996, the AEP Board of Directors authorized a complete study of the
Company's practices with respect to director compensation. After a full
review, on December 18, 1996, the Board of Directors approved certain
compensation initiatives in order to more closely align directors
compensation with the financial interests of shareholders. These
initiatives are described below under "Directors Compensation Initiatives."
Annual Retainers and Meeting Fees. Directors who are officers of
AEP or employees of any of its subsidiaries do not receive any
compensation, other than their regular salaries and the accident insurance
coverage described below, for attending meetings of the Board of Directors
of AEP. The other members of the Board receive an annual retainer of
$23,000 for their services, an additional annual retainer of $3,000 for
each Committee that they chair, a fee of $1,000 for each meeting of the
Board and of any Committee that they attend (except a meeting of the
Executive Committee held on the same day as a Board meeting), and a fee of
$1,000 per day for any inspection trip or conference (except a trip or
conference on the same day as a Board or Committee meeting).
Deferred Compensation Policy. The Board has adopted a policy
which permits directors to elect annually to defer receipt of all or a
portion of their retainer and fees to be payable in a lump sum or monthly
installments after they cease to be a director. The deferred compensation
accrues interest compounded quarterly at the daily prime lending rate in
effect from time to time at a specified major financial institution. This
policy is implemented by individual deferred-compensation agreements which
set forth the terms of the deferral.
Retirement Plan. The Retirement Plan for Directors (excluding
officers of AEP or employees of any of its subsidiaries) provides for
annual retirement payments for life to such directors commencing at the
later of the director's retirement or age 72 in an amount equal to the
annual Board retainer at the time of retirement with a 20% reduction for
each year that service as a director is less than five.
Insurance. AEP maintains a group 24-hour accident insurance
policy to provide a $1,000,000 accidental death benefit for each director
(three-year premium was $16,065). The current policy will expire on
September 1, 1997, and the Company expects to renew the coverage. In
addition, the Company pays each director (excluding officers of the Company
or employees of any of its subsidiaries) an amount to provide for the
federal and state income taxes incurred in connection with the maintenance
of this coverage (approximately $400 annually).
Directors Compensation Initiatives
Compensation initiatives adopted by the Board are as follows.
First, the Board adopted the Deferred Compensation and Stock Plan for
Non-Employee Directors, subject to approval by the shareholders at this
annual meeting. This Plan allows non-employee directors to choose to
receive up to 100 percent of their annual Board retainer in shares of AEP
Common Stock and/or units that are equivalent in value to shares of AEP
Common Stock ("Stock Units"). This Plan would replace the directors
deferred compensation policy.
Second, the Board adopted the Stock Unit Accumulation Plan for Non-Employee
Directors, effective January 1, 1997. Under this Plan, an award of 300
Stock Units to each non-employee director will be made as of the first day
of the month in which the non-employee director becomes a member of the
Board, and annually thereafter, up to a maximum of 3,000 Stock Units for
each non-employee director. Amounts equivalent to cash dividends on the
Stock Units will accrue as additional Stock Units. Stock Units credited to
a non-employee director's account as a result of the annual awards and
dividend credits will be forfeitable on a pro rata basis for each full
month that service as a director is less than 60 months. Stock Units are
paid to the director upon termination of service unless the director has
elected to defer payment for a period that results in payment commencing
not later than five years thereafter.
Third, the Board amended the Retirement Plan for Directors to provide that
non-employee directors elected to the Board after December 31, 1996, shall
not participate in the Retirement Plan. Directors on the Board on that date
were permitted to waive any benefits payable under the Retirement Plan in
exchange for participation in the Stock Unit Accumulation Plan and,
directors who elected to participate in the Stock Unit Accumulation Plan
received 300 nonforfeitable Stock Units for each year of prior service up
to the maximum of 3,000 specified in the Stock Unit Accumulation Plan,
effective January 1, 1997.
Finally, the Board of Directors of the Company considers stock ownership in
the Company by management to be of great importance. Such ownership
enhances management's commitment to the future of the Company and further
aligns management's interests with those of AEP's shareholders. In keeping
with this philosophy, the Board adopted minimum stock ownership guidelines
for non-employee directors. The target for each non-employee director is
2,000 shares of AEP Common Stock and/or Stock Units, which is currently
equivalent to approximately 2.2 times the annual retainer and average
meeting fees, with such ownership to be acquired by December 31, 2000 for
directors in office on January 1, 1997, and by the end of the fifth year of
service for directors joining the Board after this time.
Directors of APCo, I&M and OPCo receive a fee of $100 for each meeting of
the Board of Directors attended in addition to their salaries.
(b) OWNERSHIP OF SECURITIES
The following table sets forth the beneficial ownership of AEP Common Stock
and stock-based units as of January 1, 1997 for all directors as of the
date of this proxy statement (except for Mr. Kujawa whose ownership is as
of February 7, 1997), all nominees to the Board of Directors (except for
Mr. DesBarres whose ownership is as of March 10, 1997), each of the persons
named in the Summary Compensation Table and all directors and executive
officers as a group. Unless otherwise noted, each person had sole voting
and investment power over the number of shares of Common Stock and
stock-based units of AEP set forth across from his or her name. Fractions
of shares and units have been rounded to the nearest whole number.
<TABLE>
<CAPTION>
SHARES OF AEP
COMMON STOCK
BENEFICIALLY STOCK
NAME DIRECTOR OF OWNED (a) UNITS(a) TOTAL
<S> <C> <C> <C> <C>
C. R. Boyle, III I&M 3,454 (b) 933 4,387
G. A. Clark I&M 954 (b) 346 1,300
P. J. DeMaria AEP, APCo, I&M, OPCo 7,603 (b)(c)(d)(e) 12,947 20,550
J. P. DesBarres AEP 5,000 (d) - 5,000
W. N. D'Onofrio I&M 3,981 (b)(d) 685 4,666
E. L. Draper, Jr. AEP, APCo, I&M, OPCo 6,793 (b)(d) 35,915 42,708
R. M. Duncan AEP 2,040 3,000 5,040
H. W. Fayne APCo, OPCo 3,985 (b)(d) 5,846 9,831
R. W. Fri AEP 1,000 600 1,600
A. G. Hansen AEP 1,159 (d) 3,000 4,159
L. A. Hudson, Jr. AEP 1,853 (e) 3,000 4,853
L. J. Kujawa AEP 300 300 600
W. J. Lhota APCo, I&M, OPCo 14,053 (b)(c)(d) 5,383 19,463
G. P. Maloney AEP, APCo, I&M, OPCo 5,512 (b)(c)(d) 12,765 18,277
J. J. Markowsky APCo, I&M, OPCo 7,123 (b)(e) 11,755 18,878
A. E. Peyton AEP 3,491 (f) 3,000 6,491
D. G. Smith AEP 1,600 900 2,500
L. G. Stuntz AEP 1,500 (d) 1,200 2,700
M. Tanenbaum AEP 1,357 2,400 3,757
D. B. Synowiec I&M 2,335 (b) 545 2,880
D. M. Trenary I&M 160 (b) 568 728
J. H. Vipperman APCo, I&M, OPCo 5,510 (b)(d) 3,972 9,482
W. E. Walters I&M 5,200 (b) 403 5,603
E. H. Wittkamper I&M 2,902 (b) 420 3,322
A. H. Zwinger AEP 12,300 (d)(e) - 12,300
All directors & executive officers of AEP
as a group (15 persons) 157,915 (c)(g) 96,165 254,080
All directors & executive officers of APCo
as a group (7 persons) 135,810 (d)(g) 88,583 224,393
All directors & executive officers of I&M
as a group (13 persons) 150,811 (d)(g) 86,637 237,448
All directors & executive officers of OPCo
as a group (7 persons) 135,810 (d)(g) 88,583 224,393
</TABLE>
Notes on Stock Ownership
(a) This column includes amounts deferred in stock units and held under
the Management Incentive Compensation Plan, Performance Share Incentive
Plan and Stock Unit Accumulation Plan for Non-Employee Directors. Certain
of these stock units are subject to forfeiture based on length of
employment or service as a director.
<TABLE>
(b) Includes shares and share equivalents held in the following plans in
the amounts listed below:
<CAPTION>
AEP EMPLOYEE AEP PERFORMANCE AEP EMPLOYEES
STOCK OWNERSHIP SHARE INCENTIVE SAVINGS PLAN
NAME PLAN (Shares) PLAN (Shares) (Share Equivalents)
<S> <C> <C> <C>
Mr. Boyle 50 - 3,404
Mr. Clark 8 - 946
Mr. DeMaria 90 881 2,945
Mr. D'Onofrio 64 - 3,917
Dr. Draper - 2,050 2,383
Mr. Fayne 68 372 3,463
Mr. Lhota 64 812 11,809
Mr. Maloney 92 867 3,053
Dr. Markowsky 71 775 6,154
Mr. Synowiec 58 - 2,277
Mr. Trenary 44 - 116
Mr. Vipperman 86 527 4,766
Mr. Walters 48 - 5,152
Mr. Wittkamper 37 - 1,628
All directors and executive
officers of AEP as a group 317 5,385 26,344
All directors and executive
officers of APCo as a group 471 6,284 34,573
All directors and executive
officers of I&M as a group 712 5,912 48,550
All directors and executive
officers of OPCo as a group 471 6,284 34,573
</TABLE>
With respect to the shares and share equivalents held in these plans,
such persons have sole voting power, but the investment/disposition power
is subject to the terms of such plans.
(c) Does not include, for Messrs. DeMaria, Lhota and Maloney, 85,231
shares in the American Electric Power System Educational Trust Fund over
which Messrs. DeMaria, Lhota and Maloney share voting and investment power
as trustees (they disclaim beneficial ownership). The amount of shares
shown for all directors and executive officers as a group includes these
shares.
(d) Includes the following numbers of shares held in joint tenancy with
a family member: Mr. DeMaria, 1,232; Mr. DesBarres, 5,000; Mr. D'Onofrio,
500 shares; Dr. Draper, 2,083; Mr. Fayne, 82; Dr. Hansen, 1,159;
Mr. Lhota, 1,368; Mr. Maloney, 1,500; Ms. Stuntz, 300; Mr. Vipperman, 131
shares; and Ms. Zwinger, 3,100.
(e) Includes the following numbers of shares held by family members over
which beneficial ownership is disclaimed: Mr. DeMaria, 2,392; Mr. Hudson,
750; Dr. Markowsky, 18; and Ms. Zwinger, 3,000.
(f) Includes 315 shares over which Mr. Peyton shares voting and
investment power which are held by trusts of which he is a trustee, but he
disclaims beneficial ownership of 169 of such shares.
(g) Represents less than 1% of the total number of shares outstanding.
___________
Section 17(a) of the Public Utility Holding Company Act of 1935, the
provisions of which are implemented by rules adopted under Section 16(a) of
the Securities Exchange Act of 1934, requires the Company's executive
officers and directors to file initial reports of ownership and reports of
changes in ownership of Common Stock and other securities of the Company
and its subsidiaries with the Securities and Exchange Commission. Executive
officers and directors are required by SEC regulations to furnish the
Company with copies of all reports they file. Based solely on a review of
the copies of such reports furnished to the Company and written
representations from the Company's executive officers and directors during
the fiscal year ended December 31, 1996, the Company notes that Peter J.
DeMaria, Controller of the Company and Executive Vice President of AEP
Service Corporation, did not timely report the redemption of 100 shares of
Cumulative Preferred Shares 9.50% Series, $100 par value, of Columbus
Southern Power Company (a subsidiary of the Company) that occurred in
February 1996, although he reported it shortly thereafter.
(c) CONTRACTS AND TRANSACTIONS WITH SYSTEM COMPANIES
None
(d) INDEBTEDNESS TO SYSTEM COMPANIES
None
(e) PARTICIPATION IN BONUS AND PROFIT SHARING ARRANGEMENTS AND OTHER
BENEFITS
Long-Term Incentive Plans --- Awards In 1996
Each of the awards set forth below establishes performance share unit
targets, which represent units equivalent to shares of Common Stock,
pursuant to the Company's Performance Share Incentive Plan. Since it is not
possible to predict future dividends and the price of AEP Common Stock,
credits of performance share units in amounts equal to the dividends that
would have been paid if the performance share unit targets were established
in the form of shares of Common Stock are not included in the table.
The ability to earn performance share unit targets is tied to achieving
specified levels of total shareholder return ("TSR") relative to the S&P
Electric Utility Index. Notwithstanding AEP's TSR ranking, no performance
share unit targets are earned unless AEP shareholders realize a positive
TSR over the relevant three-year performance period. The Human Resources
Committee may, at its discretion, reduce the number of performance share
unit targets otherwise earned. In accordance with the performance goals
established for the periods set forth below, the threshold, target and
maximum awards are equal to 25%, 100% and 200%, respectively, of the
performance share unit targets. No payment will be made for performance
below the threshold.
Payments of earned awards are deferred in the form of restricted stock
units (equivalent to shares of AEP Common Stock) until the officer has met
the equivalent stock ownership target discussed in the Human Resources
Committee Report. Once officers meet and maintain their respective targets,
they may elect either to continue to defer or to receive further earned
awards in cash and/or Common Stock.
Estimated Future Payouts of
Performance Performance Share Units Under
Number of Period Until Non-Stock Price-Based Plan
Performance Maturation Threshold Target Maximum
Name Share Units or Payout (#) (#) (#)
E. L. Draper, Jr. 7,339 1996-1998 1,835 7,339 14,678
P. J. DeMaria 3,211 1996-1998 803 3,211 6,422
G. P. Maloney 3,211 1996-1998 803 3,211 6,422
W. J. Lhota 2,854 1996-1998 714 2,854 5,708
J. J. Markowsky 2,702 1996-1998 676 2,702 5,404
Retirement Benefits
The American Electric Power System Retirement Plan provides pensions for
all employees of AEP System companies (except for employees covered by
certain collective bargaining agreements), including the executive officers
of the Company. The Retirement Plan is a noncontributory defined benefit
plan.
The following table shows the approximate annual annuities under the
Retirement Plan that would be payable to employees in certain higher salary
classifications, assuming retirement at age 65 after various periods of
service.
<TABLE>
Pension Plan Table
<CAPTION>
Highest Average Years of Accredited Service
Annual Earnings 15 20 25 30 35 40 45
<S> <C> <C> <C> <C> <C> <C> <C>
$ 300,000 $ 69,795 $ 93,060 $116,325 $139,590 $162,855 $182,805 $202,755
400,000 93,795 125,060 156,325 187,590 218,855 245,455 272,055
500,000 117,795 157,060 196,325 235,590 274,855 308,105 341,355
700,000 165,795 221,060 276,325 331,590 386,855 433,405 479,955
900,000 213,795 285,060 356,325 427,590 498,855 558,705 618,555
1,200,000 285,795 381,060 476,325 571,590 666,855 746,655 826,455
</TABLE>
The amounts shown in the table are the straight life annuities payable
under the Retirement Plan without reduction for the joint and survivor
annuity. Retirement benefits listed in the table are not subject to any
deduction for Social Security or other offset amounts. The retirement
annuity is reduced 3% per year in the case of retirement between ages 60
and 62 and further reduced 6% per year in the case of retirement between
ages 55 and 60. If an employee retires after age 62, there is no reduction
in the retirement annuity.
The Company maintains a supplemental retirement plan which provides for the
payment of benefits that are not payable under the Retirement Plan due
primarily to limitations imposed by Federal tax law on benefits paid by
qualified plans. The table includes supplemental retirement benefits.
Compensation upon which retirement benefits are based, for the executive
officers named in the Summary Compensation Table above, consists of the
average of the 36 consecutive months of the officer's highest aggregate
salary and Management Incentive Compensation Plan awards, shown in the
"Salary" and "Bonus" columns, respectively, of the Summary Compensation
Table, out of the officer's most recent 10 years of service. As of
December 31, 1996, the number of full years of service applicable for
retirement benefit calculation purposes for such officers were as follows:
Dr. Draper, four years; Mr. DeMaria, 37 years; Mr. Maloney, 41 years;
Mr. Lhota, 32 years; and Dr. Markowsky, 25 years.
Dr. Draper has a contract with the Company and AEP Service Corporation
which provides him with a supplemental retirement annuity that credits him
with 24 years of service in addition to his years of service credited under
the Retirement Plan less his actual pension entitlement under the
Retirement Plan and any pension entitlement from the Gulf States Utilities
Company Trusteed
Retirement Plan, a plan sponsored by his prior employer.
Fourteen AEP System employees (including Messrs. DeMaria, Maloney and Lhota
and Dr. Markowsky) whose pensions may be adversely affected by amendments
to the Retirement Plan made as a result of the Tax Reform Act of 1986 are
eligible for certain supplemental retirement benefits. Such payments, if
any, will be equal to any reduction occurring because of such amendments.
Assuming retirement in 1997 of the executive officers named in the Summary
Compensation Table, only Mr. Maloney would be affected and his annual
supplemental benefit would be $2,361.
AEP made available a voluntary deferred-compensation program in 1982 and
1986, which permitted certain members of AEP System management to defer
receipt of a portion of their salaries. Under this program, a participant
was able to defer up to 10% or 15% annually (depending on the terms of the
program offered), over a four-year period, of his or her salary, and
receive supplemental retirement or survivor benefit payments over a 15-year
period. The amount of supplemental retirement payments received is
dependent upon the amount deferred, age at the time the deferral election
was made, and number of years until the participant retires. The following
table sets forth, for the executive officers named in the Summary
Compensation Table, the amounts of annual deferrals and, assuming
retirement at age 65, annual supplemental retirement payments under the
1982 and 1986 programs.
<TABLE>
<CAPTION>
1982 Program 1986 Program
Annual Amount of Annual Amount of
Annual Supplemental Annual Supplemental
Amount Retirement Amount Retirement
Deferred Payment Deferred Payment
Name (4-Year Period) (15-Year Period) (4-Year Period) (15-Year Period)
<S> <C> <C> <C> <C>
P. J. DeMaria $10,000 $52,000 $13,000 $53,300
G. P. Maloney 15,000 67,500 16,000 56,400
</TABLE>
(f) RIGHTS TO INDEMNITY
The directors and officers of AEP and its subsidiaries are insured, subject
to certain exclusions, against losses resulting from any claim or claims
made against them while acting in their capacities as directors and
officers. The American Electric Power System companies are also insured,
subject to certain exclusions and deductibles, to the extent that they have
indemnified their directors and officers for any such losses. Such
insurance is provided by Associated Electric & Gas Insurance Services, CNA,
Energy Insurance Mutual, The Chubb Insurance Company and Great American
Insurance Company, effective January 1, 1997 through December 31, 1997, and
pays up to an aggregate amount of $150,000,000 on any one claim and in any
one policy year. The total annual premium for the five policies is
$1,259,724.
Fiduciary liability insurance provides coverage for System companies, their
directors and officers, and any employee deemed to be a fiduciary or
trustee, for breach of fiduciary responsibility, obligation, or duties as
imposed under the Employee Retirement Income Security Act of 1974. This
coverage, provided by Federal Insurance Company, was renewed, effective
July 1, 1996 through June 30, 1997, for a premium of $71,910. It provides
$25,000,000 of aggregate coverage with a $5,000 deductible for each loss.
<PAGE>
ITEM 7. CONTRIBUTIONS AND PUBLIC RELATIONS
Expenditures, disbursements or payments during the year, in money, goods
or services directly or indirectly to or for the account of:
(1) Any political party, candidate for public office or
holder of such office, or any committee or agent
thereof.
- NONE
<TABLE>
(2) Any citizens group or public relations counsel.
Calendar Year 1996
<CAPTION>
Accounts Charged,
Name of Company and Name if any,
or Number of Recipients Per Books of
or Beneficiaries Purpose Disbursing Company Amounts
(in thousands)
<S> <C> <C> <C>
AEGCo
Climate Council A 426 Other Income
Deductions $11
APCo
Coalition for Energy
and Economic Revitalization A " " " 42
I&M
Climate Council A " " " 27
Indiana Electric Association A " " " 20
A = Defray Expenses
</TABLE>
<PAGE>
<TABLE>
ITEM 8. SERVICE, SALES AND CONSTRUCTION CONTRACTS
Part I. Contracts for services, including engineering or construction services,
or goods supplied or sold between System companies are as follows:
<CAPTION>
Calendar Year 1996
Company Company In Effect
Nature of Performing Receiving Date of On Dec. 31st
Transactions Service Service Compensation Contract (Yes or No)
(1) (2) (3) (4) (5) (6)
(in thousands)
<S> <C> <C> <C> <C> <C>
Machine Shop Services APCo System Operating Companies $ 9,754 12/08/78 Yes
Plant Maintenance APCo System Operating Companies 80 1/01/76 No
Racine Hydro Service APCo OPCo 247 12/08/78 Yes
Simulator Training Services APCo System Operating Companies 807 12/12/87 Yes
Coal BHCCo I&M - (a) 1/01/82 Yes
Coal CeCCo APCo - (b) 12/01/76 Yes
Coal CACCo APCo - (c) 9/14/48 Yes
Coal CCCo APCo/OPCo - (d) 1/1/80 Yes
Coal Washing CCPC CSPCo 8,613 11/05/84 Yes
Coal COCCo OPCo 59,309 4/01/83 Yes
Barging Transportation I&M System Operating Companies 22,740 5/01/86 Yes
Coal SACCo APCo - (e) 3/01/78 Yes
Coal SOCCo OPCo 218,611 2/01/74 Yes
Coal SOCCo OPCo - (f) 10/01/72 Yes
Coal WCCo OPCo 40,607 1/01/83 Yes
Coal Transportation Simco CCPC 346 5/01/91 Yes
(a) Excludes shutdown costs credited to I&M of $77,000.
(b) Excludes shutdown costs billed to APCo of $3,523,000.
(c) Excludes shutdown costs billed to APCo of $8,000.
(d) Excludes shutdown cost billed to OPCo and APCo of $233,000.
(e) Excludes shutdown costs credited to APCo of $365,000.
(f) Excludes shutdown costs credited to OPCo of $834,000.
</TABLE>
Part II. Contracts to purchase services or goods between any System company
and (1) any affiliate company (other than a System company) or (2)
any other company in which any officer or director of the System
company, receiving service under the contract, is a partner or owns 5
percent or more of any class of equity securities.
- NONE.
Part III. Employment of any other person, by any System company, for the
performance on a continuing basis, of management, supervisory or
financial advisory services.
- NONE.
<PAGE>
ITEM 9. WHOLESALE GENERATORS AND FOREIGN UTILITY COMPANIES
Part I.
(a) Nanyang General Light Electric Co., Ltd. (NGLE) was formed
as a 70% owned subsidiary by AEP Resources, Inc. through its
AEP Resources International, Ltd. and AEP Resources Project
Management Company, Ltd. subsidiaries who own AEP Pushan
Power, LDC, (Pushan) Nanyang's 70% parent on November 14,
1996. Nanyang is domiciled in the People's Republic of
China and its business address is Dayuan Zhaun Village,
Pushan Town, Nanyang City, People's Republic of China. At
December 31, 1996, the Company owned no facilities.
(b) NGLE has registered capital. Pushan owns 70% of the
registered capital and 30% is owned by two unaffiliated
companies. Pushan contributed $700,000 for its 70% interest
in 1996.
(c) NGLE had no debt outstanding at December 31, 1996.
(d) None at December 31, 1996.
Part II.
See Exhibit's H and I
Part III.
American Electric Power Company, Inc.'s aggregate investment in
foreign utility companies is $1,047,000 which is less than 1% of
its investment in domestic public utility subsidiary companies.
American Electric Power Company, Inc. had no investment in EWG's
at December 31, 1996.
<PAGE>
ITEM 10. FINANCIAL STATEMENTS AND EXHIBITS
Section and
FINANCIAL STATEMENTS Page No.
Consent of Independent Public Accountants A-1
Consolidating Statements of Income B-1 to B-6
Consolidating Balance Sheets
Assets B-7 to B-13
Capitalization and Liabilities B-14 to B-20
Consolidating Statements of Cash Flows B-21 to B-27
Consolidating Statements of Retained Earnings B-28 to B-34
Note to Consolidating Financial Statements C-1
Financial Statements of Subsidiaries
Not Consolidated:
CdOCo D-1 to D-3
IKEC D-4 to D-6
OVEC D-7 to D-10
ICS *
EXHIBITS
Exhibit A E
Exhibit B & C **
Exhibit D **
Exhibit E **
Exhibit F None
Exhibit G **
Exhibit H **
Exhibit I ***
Exhibit 27 **
* Omitted pursuant to Securities and Exchange Commission
Release No. 35-24295.
** These Exhibits are included only the in copy filed with the Securities and
Exchange Commission.
*** Filed confidentially pursuant to Rule 104(b) of the PUHCA.
<PAGE>
INDEPENDENT AUDITORS' CONSENT
We consent to the incorporation by reference in this American Electric
Power Company, Inc. Annual Report (Form U5S) to the Securities and
Exchange Commission, filed pursuant to the Public Utility Holding
Company Act of 1935, for the year ended December 31, 1996, of our
reports dated February 25, 1997 on the consolidated financial
statements of American Electric Power Company, Inc. and subsidiaries
and of certain of its subsidiaries (AEP Generating Company, Appalachian
Power Company and subsidiaries, Columbus Southern Power Company and
subsidiaries, Indiana Michigan Power Company and subsidiaries, Kentucky
Power Company, and Ohio Power Company and subsidiaries), incorporated
by reference in the combined Annual Report (Form 10-K) to the
Securities and Exchange Commission of American Electric Power Company,
Inc. and its subsidiaries and of certain of its subsidiaries for the
year ended December 31, 1996.
/s/ Deloitte & Touche LLP
Deloitte & Touche LLP
Columbus, Ohio
April 29, 1997
A-1
<PAGE>
<TABLE>
AMERICAN ELECTRIC POWER COMPANY, INC.
AND SUBSIDIARY COMPANIES
CONSOLIDATING STATEMENT OF INCOME
Year Ended December 31, 1996
(in thousands, except per share amount)
<CAPTION>
JOURNAL ELIMINATIONS
AEP ENTRY AND COMBINED APCo
CONSOLIDATED NUMBERS ADJUSTMENTS TOTAL AEP CONSOLIDATED
------------ ------- ------------- -------- -----------------------
<S> <C> <C> <C> <C> <C> <C>
Operating Revenues $5,849,234 1,2,4,8,9 ($1,250,391) $7,099,625 $1,624,869
Equity of American Electric Power Company,
Inc.in Earnings of Subsidiaries 3,9 (593,848) 593,848 $593,848
Total 5,849,234 (1,844,239) 7,693,473 593,848 1,624,869
Operating Expenses:
Fuel and Purchased Power 1,686,754 1,9 (835,331) 2,522,085 700,665
Other Operation 1,210,027 1,2,4,8,9 (383,773) 1,593,800 5,068 240,249
Maintenance 502,841 4,8,9 (9,074) 511,915 117,483
Depreciation and Amortization 600,851 8,9 (4,008) 604,859 133,074
Taxes Other Than Federal Income Taxes 498,567 4,8,9 (15,923) 514,490 66 120,307
Federal Income Taxes 342,222 4,7,9 1,412 340,810 70,215
Total Operating Expenses 4,841,262 (1,246,697) 6,087,959 5,134 1,381,993
Operating Income (Loss) 1,007,972 (597,542) 1,605,514 588,714 242,876
Nonoperating Income (Loss):
Other Nonoperating Income (Loss) 2,212 3-6,9 2,671 (459) 573 128
Total Nonoperating Income (Loss) 2,212 2,671 (459) 573 128
Income (Loss) Before Interest Charges and
Preferred Dividends 1,010,184 (594,871) 1,605,055 589,287 243,004
Interest Charges (net) 381,328 9 1 381,327 1,857 109,315
Preferred Stock Dividend Requirements
of Subsidiaries 41,426 41,426 15,938
Net Income (Loss) $587,430 ($594,872) $1,182,302 $587,430 $117,751
Average Number of Shares Outstanding 187,321
Earnings Per Share $3.14
See Note to Consolidating Financial
Statements on Page C-1.
</TABLE>
<PAGE>
<TABLE>
AMERICAN ELECTRIC POWER COMPANY, INC.
AND SUBSIDIARY COMPANIES
CONSOLIDATING STATEMENT OF INCOME
Year Ended December 31, 1996
(in thousands, except per share amount)
<CAPTION>
CSPCo I&M OPCo
CONSOLIDATED CONSOLIDATED KEPCo KGPCo CONSOLIDATED WPCo
-------------------------- ---------- -------- ------------ --------
<S> <C> <C> <C> <C> <C> <C>
Operating Revenues $1,105,683 $1,328,493 $323,321 $84,873 $1,911,708 $85,882
Equity of American Electric Power Company,
Inc.in Earnings of Subsidiaries
Total 1,105,683 1,328,493 323,321 84,873 1,911,708 85,882
Operating Expenses:
Fuel and Purchased Power 357,640 374,924 164,182 59,514 711,253 60,432
Other Operation 196,762 310,513 46,347 10,165 322,567 8,449
Maintenance 65,414 115,300 32,793 2,635 152,495 3,381
Depreciation and Amortization 122,007 156,081 25,123 2,428 137,804 2,685
Taxes Other Than Federal Income Taxes 115,518 73,729 7,790 3,854 168,017 5,719
Federal Income Taxes 62,795 77,529 5,743 1,328 122,411 1,172
Total Operating Expenses 920,136 1,108,076 281,978 79,924 1,614,547 81,838
Operating Income (Loss) 185,547 220,417 41,343 4,949 297,161 4,044
Nonoperating Income (Loss):
Other Nonoperating Income (Loss) (970) 2,729 (594) 252 6,374 (106)
Total Nonoperating Income (Loss) (970) 2,729 (594) 252 6,374 (106)
Income (Loss) Before Interest Charges and
Preferred Dividends 184,577 223,146 40,749 5,201 303,535 3,938
Interest Charges (net) 77,469 65,993 23,776 2,574 85,880 2,083
Preferred Stock Dividend Requirements
of Subsidiaries 6,029 10,681 8,778
Net Income (Loss) $101,079 $146,472 $16,973 $2,627 $208,877 $1,855
Average Number of Shares Outstanding
Earnings Per Share
See Note to Consolidating Financial
Statements on Page C-1.
</TABLE>
<PAGE>
<TABLE>
AMERICAN ELECTRIC POWER COMPANY, INC.
AND SUBSIDIARY COMPANIES
CONSOLIDATING STATEMENT OF INCOME
Year Ended December 31, 1996
(in thousands, except per share amount)
<CAPTION>
AEPR
CONSOLIDATED AEPESOL AEPSC AEPC CCCo COpCo FRECo IFRI
------------ -------- -------- -------- ------- ------- ----------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Operating Revenues $0 $0 $394,565 $0 $14,339
Equity of American Electric Power Company,
Inc.in Earnings of Subsidiaries
Total 0 0 394,565 0 $0 14,339 $0 $0
Operating Expenses:
Fuel and Purchased Power
Other Operation 363,902 9,286
Maintenance 4,609 4,467
Depreciation and Amortization 4,009
Taxes Other Than Federal Income Taxes 14,877 1,044
Federal Income Taxes (3,470) (388)
Total Operating Expenses 0 0 383,927 0 0 14,409 0 0
Operating Income (Loss) 0 0 10,638 0 0 (70) 0 0
Nonoperating Income (Loss):
Other Nonoperating Income (Loss) (6,892) (2,981) (2,740) (224) 70
Total Nonoperating Income (Loss) (6,892) (2,981) (2,740) (224) 0 70 0 0
Income (Loss) Before Interest Charges and
Preferred Dividends (6,892) (2,981) 7,898 (224) 0 0 0 0
Interest Charges (net) 226 7,898
Preferred Stock Dividend Requirements
of Subsidiaries
Net Income (Loss) ($7,118) ($2,981) $0 ($224) $0 $0 $0 $0
Average Number of Shares Outstanding
Earnings Per Share
See Note to Consolidating Financial
Statements on Page C-1.
</TABLE>
<PAGE>
<TABLE>
APPALACHIAN POWER COMPANY AND SUBSIDIARY COMPANIES
CONSOLIDATING STATEMENT OF INCOME
Year Ended December 31, 1996
(in thousands)
<CAPTION>
JOURNAL ELIMINATIONS
APCo ENTRY AND COMBINED
CONSOLIDATED NUMBERS ADJUSTMENTS TOTAL APCo
<S> <C> <C> <C> <C> <C>
Operating Revenues $1,624,869 $0 $1,624,869 $1,624,869
Operating Expenses:
Fuel and Purchased Power 700,665 0 700,665 700,665
Other Operation 240,249 240,249 240,249
Maintenance 117,483 117,483 117,483
Depreciation and Amortization 133,074 133,074 133,074
Taxes Other Than Federal Income Taxes 120,307 120,307 120,307
Federal Income Taxes 70,215 70,215 70,215
Total Operating Expenses 1,381,993 0 1,381,993 1,381,993
Operating Income 242,876 0 242,876 242,876
Nonoperating Income (Loss):
Equity in Earnings of Subsidiary Companies 0 10 (539) 539 539
Other Nonoperating Income (Loss) 128 128 (411)
Total Nonoperating Income (Loss) 128 (539) 667 128
Income (Loss) Before Interest Charges and
Preferred Dividends 243,004 (539) 243,543 243,004
Interest Charges (net) 109,315 109,315 109,315
Preferred Stock Dividend Requirements 15,938 15,938 15,938
Earnings (Loss) Applicable to Common Stock $117,751 ($539) $118,290 $117,751
See Note to Consolidating Financial Statements on Page C-1.
</TABLE>
<PAGE>
<TABLE>
APPALACHIAN POWER COMPANY AND SUBSIDIARY COMPANIES
CONSOLIDATING STATEMENT OF INCOME
Year Ended December 31, 1996
(in thousands)
<CAPTION>
CeCCo CACCo SACCo WVPCo
<S> <C> <C> <C> <C>
Operating Revenues
Operating Expenses:
Fuel and Purchased Power
Other Operation
Maintenance
Depreciation and Amortization
Taxes Other Than Federal Income Taxes
Federal Income Taxes
Total Operating Expenses $0 $0 $0 $0
Operating Income 0 0 0 0
Nonoperating Income (Loss):
Equity in Earnings of Subsidiary Companies
Other Nonoperating Income (Loss) (310) 105 738 6
Total Nonoperating Income (Loss) (310) 105 738 6
Income (Loss) Before Interest Charges and
Preferred Dividends (310) 105 738 6
Interest Charges (net)
Preferred Stock Dividend Requirements
Earnings (Loss) Applicable to Common Stock ($310) $105 $738 $6
See Note to Consolidating Financial Statements on Page C-1.
</TABLE>
<PAGE>
<TABLE>
COLUMBUS SOUTHERN POWER COMPANY AND SUBSIDIARY COMPANIES
CONSOLIDATING STATEMENT OF INCOME
Year Ended December 31, 1996
(in thousands)
<CAPTION>
JOURNAL ELIMINATIONS
CSPCo ENTRY AND COMBINED
CONSOLIDATED NUMBERS ADJUSTMENTS TOTAL CSPCo
<S> <C> <C> <C> <C> <C>
Operating Revenues $1,105,683 11 ($8,959) $1,114,642 $1,105,683
Operating Expenses:
Fuel and Purchased Power 357,640 11 (283) 357,923 357,923
Other Operation 196,762 11 (7,322) 204,084 196,762
Maintenance 65,414 11 (1,027) 66,441 65,414
Depreciation and Amortization 122,007 11 (130) 122,137 122,007
Taxes Other Than Federal Income Taxes 115,518 11 (197) 115,715 115,518
Federal Income Taxes 62,795 0 62,795 62,731
Total Operating Expenses 920,136 (8,959) 929,095 920,355
Operating Income 185,547 0 185,547 185,328
Nonoperating Income (Loss):
Deferred Zimmer Plant Carrying
Charges (net of tax) 0 0 0
Equity in Earnings of Subsidiary Companies 0 12 (556) 556 556
Other Nonoperating Income (Loss) (970) (970) (1,308)
Total Nonoperating Income (Loss) (970) (556) (414) (752)
Income Before Interest Charges and
Preferred Dividends 184,577 (556) 185,133 184,576
Interest Charges (net) 77,469 77,469 77,468
Preferred Stock Dividend Requirements 6,029 6,029 6,029
Earnings Applicable to Common Stock $101,079 ($556) $101,635 $101,079
See Note to Consolidating Financial Statements on Page C-1.
</TABLE>
<PAGE>
<TABLE>
COLUMBUS SOUTHERN POWER COMPANY AND SUBSIDIARY COMPANIES
CONSOLIDATING STATEMENT OF INCOME
Year Ended December 31, 1996
(in thousands)
<CAPTION>
COLM CCPC Simco
<S> <C> <C> <C>
Operating Revenues $8,613 $346
Operating Expenses:
Fuel and Purchased Power
Other Operation 7,312 10
Maintenance 1,027
Depreciation and Amortization 27 103
Taxes Other Than Federal Income Taxes 197 0
Federal Income Taxes (14) 78
Total Operating Expenses $0 8,549 191
Operating Income 0 64 155
Nonoperating Income (Loss):
Deferred Zimmer Plant Carrying
Charges (net of tax)
Equity in Earnings of Subsidiary Companies
Other Nonoperating Income (Loss) 325 7 6
Total Nonoperating Income (Loss) 325 7 6
Income Before Interest Charges and
Preferred Dividends 325 71 161
Interest Charges (net) 1
Preferred Stock Dividend Requirements
Earnings Applicable to Common Stock $325 $70 $161
See Note to Consolidating Financial Statements on Page C-1.
</TABLE>
<PAGE>
<TABLE>
INDIANA MICHIGAN POWER COMPANY AND SUBSIDIARY COMPANIES
CONSOLIDATING STATEMENT OF INCOME
Year Ended December 31, 1996
(in thousands)
<CAPTION>
JOURNAL ELIMINATIONS
I&M ENTRY AND COMBINED
CONSOLIDATED NUMBER ADJUSTMENTS TOTAL I&M
<S> <C> <C> <C> <C> <C>
Operating Revenues $1,328,493 $1,328,493 $1,328,493
Operating Expenses:
Fuel and Purchased Power 374,924 374,924 374,924
Other Operation 310,513 310,513 310,513
Maintenance 115,300 115,300 115,300
Depreciation and Amortization 156,081 156,081 156,081
Taxes Other Than Federal Income Taxes 73,729 73,729 73,729
Federal Income Taxes 77,529 77,529 77,529
Total Operating Expenses 1,108,076 1,108,076 1,108,076
Operating Income 220,417 220,417 220,417
Nonoperating Income:
Equity in Earnings of Subsidiary Companies 0 13 ($957) 957 957
Other Nonoperating Income 2,729 2,729 1,772
Total Nonoperating Income 2,729 (957) 3,686 2,729
Income Before Interest Charges and
Preferred Dividends 223,146 (957) 224,103 223,146
Interest Charges (net) 65,993 65,993 65,993
Preferred Stock Dividend Requirements 10,681 10,681 10,681
Earnings Applicable to Common Stock $146,472 ($957) $147,429 $146,472
See Note to Consolidating Financial Statements on Page C-1.
</TABLE>
<PAGE>
<TABLE>
INDIANA MICHIGAN POWER COMPANY AND SUBSIDIARY COMPANIES
CONSOLIDATING STATEMENT OF INCOME
Year Ended December 31, 1996
(in thousands)
BHCCo PRCCo
<S> <C> <C>
Operating Revenues
Operating Expenses:
Fuel and Purchased Power
Other Operation
Maintenance
Depreciation and Amortization
Taxes Other Than Federal Income Taxes
Federal Income Taxes
Total Operating Expenses $0 $0
Operating Income 0 0
Nonoperating Income:
Equity in Earnings of Subsidiary Companies
Other Nonoperating Income 957
Total Nonoperating Income 957 0
Income Before Interest Charges and
Preferred Dividends 957 0
Interest Charges (net)
Preferred Stock Dividend Requirements
Earnings Applicable to Common Stock $957 $0
See Note to Consolidating Financial Statements on Page C-1.
</TABLE>
<PAGE>
<TABLE>
OHIO POWER COMPANY AND SUBSIDIARY COMPANIES
CONSOLIDATING STATEMENT OF INCOME
Year Ended December 31, 1996
(in thousands)
<CAPTION>
JOURNAL ELIMINATIONS
OPCo ENTRY AND COMBINED
CONSOLIDATED NUMBERS ADJUSTMENTS TOTAL OPCo
<S> <C> <C> <C> <C> <C>
Operating Revenues $1,911,708 14,15,16 ($350,721) $2,262,429 $1,920,725
Operating Expenses:
Fuel and Purchased Power 711,253 14,15,16,19 (36,696) 747,949 747,949
Other Operation 322,567 14 (203,519) 526,086 322,567
Maintenance 152,495 14 (63,372) 215,867 152,495
Depreciation and Amortization 137,804 14 (26,641) 164,445 137,804
Taxes Other Than Federal Income Taxes 168,017 14 (21,368) 189,385 168,017
Federal Income Taxes 122,411 18,20 78 122,333 109,848
Total Operating Expenses 1,614,547 (351,518) 1,966,065 1,638,680
Operating Income 297,161 797 296,364 282,045
Nonoperating Income:
Equity in Earnings of Subsidiary Companies 0 17 (12,844) 12,844 12,844
Other Nonoperating Income 6,374 18,19 (1,021) 7,395 3,228
Total Nonoperating Income 6,374 (13,865) 20,239 16,072
Income Before Interest Charges and
Preferred Dividends 303,535 (13,068) 316,603 298,117
Interest Charges (net) 85,880 18,20 (224) 86,104 80,462
Preferred Stock Dividend Requirements 8,778 8,778 8,778
Earnings Applicable to Common Stock $208,877 ($12,844) $221,721 $208,877
See Note to Consolidating Financial Statements on Page C-1.
</TABLE>
<PAGE>
<TABLE>
OHIO POWER COMPANY AND SUBSIDIARY COMPANIES
CONSOLIDATING STATEMENT OF INCOME
Year Ended December 31, 1996
(in thousands)
<CAPTION>
COCCo SOCCo WCCo
<S> <C> <C> <C>
Operating Revenues $65,478 $218,611 $57,615
Operating Expenses:
Fuel and Purchased Power
Other Operation 50,585 118,960 33,974
Maintenance 6,494 45,423 11,455
Depreciation and Amortization 4,890 16,962 4,789
Taxes Other Than Federal Income Taxes 2,963 12,692 5,713
Federal Income Taxes 1,389 10,696 400
Total Operating Expenses 66,321 204,733 56,331
Operating Income (843) 13,878 1,284
Nonoperating Income:
Equity in Earnings of Subsidiary Companies
Other Nonoperating Income 2,699 1,375 93
Total Nonoperating Income 2,699 1,375 93
Income Before Interest Charges and
Preferred Dividends 1,856 15,253 1,377
Interest Charges (net) 53 5,575 14
Preferred Stock Dividend Requirements
Earnings Applicable to Common Stock $1,803 $9,678 $1,363
See Note to Consolidating Financial Statements on Page C-1.
</TABLE>
<PAGE>
<TABLE>
AMERICAN ELECTRIC POWER COMPANY, INC.
AND SUBSIDIARY COMPANIES
CONSOLIDATING BALANCE SHEET
DECEMBER 31, 1996
(in thousands)
<CAPTION>
JOURNAL ELIMINATIONS
AEP ENTRY AND COMBINED
CONSOLIDATED NUMBERS ADJUSTMENTS TOTAL AEP
<S> <C> <C> <C> <C> <C>
ASSETS
Electric Utility Plant:
Production $9,341,849 $9,341,849
Transmission 3,380,258 3,380,258
Distribution 4,402,449 5 ($1) 4,402,450
General(including mining assets and nuclear fuel) 1,491,781 5 2 1,491,779
Construction Work In Progress 353,832 5 1 353,831
Total Electric Utility Plant 18,970,169 2 18,970,167 $0
Accumulated Depreciation and Amortization (7,549,798) 5 (2) (7,549,796)
Net Electric Utility Plant 11,420,371 0 11,420,371 0
Other Property and Investments 892,674 1,5 (4,530,886) 5,423,560 4,570,956
Current Assets:
Cash and Cash Equivalents 57,539 2,5 2,191 55,348 238
Accounts Receivable:
Customers 419,105 5 (1) 419,106
Affiliated Companies 0 2 (223,165) 223,165 132
Miscellaneous 115,919 2 10,807 105,112 196
Allowance for Uncollectible Accounts (3,692) (3,692)
Fuel - at average cost 235,257 235,257
Materials and Supplies - at average cost 251,896 251,896
Accrued Utility Revenues 174,966 5 1 174,965
Prepayments and Other 103,891 5 (3) 103,894 40
Total Current Assets 1,354,881 (210,170) 1,565,051 606
Regulatory Assets 1,889,482 3,5 7,734 1,881,748 (54)
Deferred Charges 328,139 2,3,4,6 (3,645) 331,784 16,384
Total $15,885,547 ($4,736,967) $20,622,514 $4,587,892
See Note to Consolidating Financial Statements on Page C-1.
</TABLE>
<PAGE>
<TABLE>
AMERICAN ELECTRIC POWER COMPANY, INC.
AND SUBSIDIARY COMPANIES
CONSOLIDATING BALANCE SHEET
DECEMBER 31, 1996
(in thousands)
<CAPTION>
APCo CSPCo I&M
CONSOLIDATED CONSOLIDATED CONSOLIDATED KEPCo KGPCo
<S> <C> <C> <C> <C> <C>
ASSETS
Electric Utility Plant:
Production $1,883,271 $1,503,371 $2,525,969 $244,805
Transmission 1,054,207 326,247 881,407 264,563 $11,801
Distribution 1,495,445 885,267 696,069 329,184 61,727
General(including mining assets and nuclear fuel) 188,740 130,946 189,619 64,650 4,469
Construction Work In Progress 95,469 54,062 84,605 48,400 1,999
Total Electric Utility Plant 4,717,132 2,899,893 4,377,669 951,602 79,996
Accumulated Depreciation and Amortization (1,782,017) (1,016,909) (1,861,893) (286,640) (26,418)
Net Electric Utility Plant 2,935,115 1,882,984 2,515,776 664,962 53,578
Other Property and Investments 29,621 24,069 645,043 6,452 150
Current Assets:
Cash and Cash Equivalents 7,260 9,134 8,233 1,106 1,119
Accounts Receivable:
Customers 122,969 50,557 90,656 22,862 5,768
Affiliated Companies 15,017 4,446 13,727 2,198 7,999
Miscellaneous 22,035 9,032 21,439 3,529 359
Allowance for Uncollectible Accounts (687) (1,032) (156) (272) (20)
Fuel - at average cost 52,605 18,278 23,977 9,244
Materials and Supplies - at average cost 56,605 23,999 77,074 13,175 615
Accrued Utility Revenues 51,843 31,826 38,295 8,175 4,195
Prepayments and Other 10,797 32,330 10,271 2,011 1,136
Total Current Assets 338,444 178,570 283,516 62,028 21,171
Regulatory Assets 451,272 385,689 421,692 88,776 5,389
Deferred Charges 56,928 70,274 31,457 11,361 134
Total $3,811,380 $2,541,586 $3,897,484 $833,579 $80,422
See Note to Consolidating Financial Statements on Page C-1.
</TABLE>
<PAGE>
<TABLE>
AMERICAN ELECTRIC POWER COMPANY, INC.
AND SUBSIDIARY COMPANIES
CONSOLIDATING BALANCE SHEET
DECEMBER 31, 1996
(in thousands)
<CAPTION>
OPCo AEPR
CONSOLIDATED WPCo AEPESVC AEGCo AEPINV CONSOLIDATED
<S> <C> <C> <C> <C> <C> <C>
ASSETS
Electric Utility Plant:
Production $2,556,507 $627,926
Transmission 820,636 $21,397
Distribution 872,936 61,822
General(including mining assets and nuclear fuel) 680,443 7,042 2,931
Construction Work In Progress 66,099 1,568 1,400
Total Electric Utility Plant 4,996,621 91,829 $0 632,257 $0 $0
Accumulated Depreciation and Amortization (2,216,534) (36,160) (238,532)
Net Electric Utility Plant 2,780,087 55,669 0 393,725 0 0
Other Property and Investments 106,485 3,094 27 6 13,030 347
Current Assets:
Cash and Cash Equivalents 24,003 475 152 (888) 227 1,379
Accounts Receivable:
Customers 118,551 7,743
Affiliated Companies 69,412 461 1,386 18,835 161
Miscellaneous 44,771 442 978 44 1,072 54
Allowance for Uncollectible Accounts (1,433) (92)
Fuel - at average cost 113,361 17,792
Materials and Supplies - at average cost 75,908 254 4,266
Accrued Utility Revenues 38,852 1,779
Prepayments and Other 44,203 253 14 804 1 121
Total Current Assets 527,628 11,315 2,530 40,853 1,300 1,715
Regulatory Assets 540,123 16,192 (28,036)
Deferred Charges 137,843 1,619 34 1,443 8
Total $4,092,166 $87,889 $2,591 $407,991 $14,330 $2,070
See Note to Consolidating Financial Statements on Page C-1.
</TABLE>
<PAGE>
<TABLE>
AMERICAN ELECTRIC POWER COMPANY, INC.
AND SUBSIDIARY COMPANIES
CONSOLIDATING BALANCE SHEET
DECEMBER 31, 1996
(in thousands)
<CAPTION>
AEPESOL AEPSC AEPC CCCo COpCo FRECo IFRI
<S> <C> <C> <C> <C> <C> <C> <C>
ASSETS
Electric Utility Plant:
Production
Transmission
Distribution
General(including mining assets and nuclear fuel) $222,939
Construction Work In Progress 229
Total Electric Utility Plant $0 223,168 $0 $0 $0 $0 $0
Accumulated Depreciation and Amortization (84,693)
Net Electric Utility Plant 0 138,475 0 0 0 0 0
Other Property and Investments 23,578 701 1
Current Assets:
Cash and Cash Equivalents 25 658 8 45 2,152 22
Accounts Receivable:
Customers
Affiliated Companies 88,742 246 399 3 1
Miscellaneous 1,140 14 2 5
Allowance for Uncollectible Accounts
Fuel - at average cost
Materials and Supplies - at average cost
Accrued Utility Revenues
Prepayments and Other 1,890 2 21
Total Current Assets 25 92,430 8 307 2,574 30 1
Regulatory Assets 936 (80) (151)
Deferred Charges 4,228 72 (1)
Total $25 $259,647 $8 $928 $2,495 $30 $1
See Note to Consolidating Financial Statements on Page C-1.
</TABLE>
<PAGE>
<TABLE>
APPALACHIAN POWER COMPANY AND SUBSIDIARY COMPANIES
CONSOLIDATING BALANCE SHEET
December 31, 1996
(in thousands)
<CAPTION>
JOURNAL ELIMINATIONS
APCo ENTRY AND COMBINED
CONSOLIDATED NUMBERS ADJUSTMENTS TOTAL APCo
<S> <C> <C> <C> <C> <C>
ASSETS
Electric Utility Plant:
Production $1,883,271 $1,883,271 $1,883,271
Transmission 1,054,207 1,054,207 1,054,207
Distribution 1,495,445 1,495,445 1,495,445
General 188,740 188,740 188,740
Construction Work In Progress 95,469 95,469 95,469
Total Electric Utility Plant 4,717,132 $0 4,717,132 4,717,132
Accumulated Depreciation and Amortization (1,782,017) (1,782,017) (1,782,017)
Net Electric Utility Plant 2,935,115 0 2,935,115 2,935,115
Other Property and Investments 29,621 7,9 (9,726) 39,347 32,122
Current Assets:
Cash and Cash Equivalents 7,260 7,260 6,299
Accounts Receivable:
Customers 122,969 122,969 122,969
Affiliated Companies 15,017 8 (7,728) 22,745 15,018
Miscellaneous 22,035 9 1 22,034 21,448
Allowance for Uncollectible Accounts (687) (687) (687)
Fuel - at average cost 52,605 52,605 52,605
Materials and Supplies - at average cost 56,605 56,605 56,605
Accrued Utility Revenues 51,843 51,843 51,843
Prepayments and Other 10,797 10,797 10,292
Total Current Assets 338,444 (7,727) 346,171 336,392
Regulatory Assets 451,272 451,272 451,823
Deferred Charges 56,928 8 1 56,927 56,678
Total $3,811,380 ($17,452) $3,828,832 $3,812,130
See Note to Consolidating Financial Statements on Page C-1.
</TABLE>
<PAGE>
<TABLE>
APPALACHIAN POWER COMPANY AND SUBSIDIARY COMPANIES
CONSOLIDATING BALANCE SHEET
December 31, 1996
(in thousands)
<CAPTION>
CeCCo CACCo SACCo WVPCo
<S> <C> <C> <C> <C>
ASSETS
Electric Utility Plant:
Production
Transmission
Distribution
General
Construction Work In Progress
Total Electric Utility Plant $0 $0 $0 $0
Accumulated Depreciation and Amortization
Net Electric Utility Plant 0 0 0 0
Other Property and Investments 593 6,622 10
Current Assets:
Cash and Cash Equivalents 391 251 95 224
Accounts Receivable:
Customers
Affiliated Companies 5,456 1,620 651
Miscellaneous 60 526
Allowance for Uncollectible Accounts
Fuel - at average cost
Materials and Supplies - at average cost
Accrued Utility Revenues
Prepayments and Other 505
Total Current Assets 6,412 1,871 1,272 224
Regulatory Assets (274) (322) 45
Deferred Charges 248 1
Total $6,979 $1,549 $7,939 $235
See Note to Consolidating Financial Statements on Page C-1.
</TABLE>
<PAGE>
<TABLE>
COLUMBUS SOUTHERN POWER COMPANY AND SUBSIDIARY COMPANIES
CONSOLIDATING BALANCE SHEET
December 31, 1996
(in thousands)
<CAPTION>
JOURNAL ELIMINATIONS
CSPCo ENTRY AND COMBINED
CONSOLIDATED NUMBERS ADJUSTMENTS TOTAL CSPCo
<S> <C> <C> <C> <C> <C>
ASSETS
Electric Utility Plant:
Production $1,503,371 $1,503,371 $1,503,371
Transmission 326,247 326,247 326,247
Distribution 885,267 885,267 885,267
General 130,946 130,946 128,240
Construction Work In Progress 54,062 54,062 54,062
Total Electric Utility Plant 2,899,893 $0 2,899,893 2,897,187
Accumulated Depreciation (1,016,909) (1,016,909) (1,015,176)
Net Electric Utility Plant 1,882,984 0 1,882,984 1,882,011
Other Property and Investments 24,069 10 (4,406) 28,475 25,846
Current Assets:
Cash and Cash Equivalents 9,134 9,134 8,883
Accounts Receivable:
Customers 50,557 50,557 50,557
Affiliated Companies 4,446 11 (3,040) 7,486 4,449
Miscellaneous 9,032 12 (1) 9,033 8,992
Allowance for Uncollectible Accounts (1,032) (1,032) (1,032)
Fuel - at average cost 18,278 18,278 18,278
Materials and Supplies - at average cost 23,999 23,999 23,091
Accrued Utility Revenues 31,826 31,826 31,826
Prepayments and Other 32,330 32,330 32,268
Total Current Assets 178,570 (3,041) 181,611 177,312
Regulatory Assets 385,689 12 1 385,688 385,457
Deferred Charges 70,274 11,12 100 70,174 70,155
Total $2,541,586 ($7,346) $2,548,932 $2,540,781
See Note to Consolidating Financial Statements on Page C-1.
</TABLE>
<PAGE>
<TABLE>
COLUMBUS SOUTHERN POWER COMPANY AND SUBSIDIARY COMPANIES
CONSOLIDATING BALANCE SHEET
December 31, 1996
(in thousands)
<CAPTION>
COLM CCPC Simco
<S> <C> <C> <C>
ASSETS
Electric Utility Plant:
Production
Transmission
Distribution
General $1,038 $1,668
Construction Work In Progress
Total Electric Utility Plant $0 1,038 1,668
Accumulated Depreciation (674) (1,059)
Net Electric Utility Plant 0 364 609
Other Property and Investments 2,620 9
Current Assets:
Cash and Cash Equivalents 83 19 149
Accounts Receivable:
Customers
Affiliated Companies 1 3,007 29
Miscellaneous 33 3 5
Allowance for Uncollectible Accounts
Fuel - at average cost
Materials and Supplies - at average cost 908
Accrued Utility Revenues
Prepayments and Other 52 10
Total Current Assets 117 3,989 193
Regulatory Assets 231
Deferred Charges 19
Total $2,737 $4,612 $802
See Note to Consolidating Financial Statements on Page C-1.
</TABLE>
<PAGE>
<TABLE>
INDIANA MICHIGAN POWER COMPANY AND SUBSIDIARY COMPANIES
CONSOLIDATING BALANCE SHEET
December 31, 1996
(in thousands)
<CAPTION>
JOURNAL ELIMINATIONS
I&M ENTRY AND COMBINED
CONSOLIDATED NUMBERS ADJUSTMENTS TOTAL I&M
<S> <C> <C> <C> <C> <C>
ASSETS
Electric Utility Plant:
Production $2,525,969 $2,525,969 $2,525,969
Transmission 881,407 881,407 881,407
Distribution 696,069 696,069 696,069
General (including nuclear fuel) 189,619 189,619 189,619
Construction Work In Progress 84,605 84,605 84,605
Total Electric Utility Plant 4,377,669 $0 4,377,669 4,377,669
Accumulated Depreciation and Amortization (1,861,893) (1,861,893) (1,861,893)
Net Electric Utility Plant 2,515,776 0 2,515,776 2,515,776
Other Property and Investments 645,043 13 (83,357) 728,400 634,380
Current Assets:
Cash and Cash Equivalents 8,233 8,233 7,618
Accounts Receivable:
Customers 90,656 90,656 90,656
Affiliated Companies 13,727 14 (142) 13,869 13,727
Miscellaneous 21,439 21,439 13,117
Allowance for Uncollectible Accounts (156) (156) (156)
Fuel - at average cost 23,977 23,977 23,977
Materials and Supplies - at average cost 77,074 77,074 77,074
Accrued Utility Revenues 38,295 38,295 38,295
Prepayments and Other 10,271 10,271 10,213
Total Current Assets 283,516 (142) 283,658 274,521
Regulatory Assets 421,692 421,692 411,827
Deferred Charges 31,457 14 (51) 31,508 31,457
Total $3,897,484 ($83,550) $3,981,034 $3,867,961
See Note to Consolidating Financial Statements on Page C-1.
</TABLE>
<PAGE>
<TABLE>
INDIANA MICHIGAN POWER COMPANY AND SUBSIDIARY COMPANIES
CONSOLIDATING BALANCE SHEET
December 31, 1996
(in thousands)
<CAPTION>
BHCCo PRCCo
<S> <C> <C>
ASSETS
Electric Utility Plant:
Production
Transmission
Distribution
General (including nuclear fuel)
Construction Work In Progress
Total Electric Utility Plant $0 $0
Accumulated Depreciation and Amortization
Net Electric Utility Plant 0 0
Other Property and Investments 94,020
Current Assets:
Cash and Cash Equivalents 615
Accounts Receivable:
Customers
Affiliated Companies 121 21
Miscellaneous 8,322
Allowance for Uncollectible Accounts
Fuel - at average cost
Materials and Supplies - at average cost
Accrued Utility Revenues
Prepayments and Other 58
Total Current Assets 9,116 21
Regulatory Assets 9,865
Deferred Charges 51
Total $113,052 $21
See Note to Consolidating Financial Statements on Page C-1.
</TABLE>
<PAGE>
<TABLE>
OHIO POWER COMPANY AND SUBSIDIARY COMPANIES
CONSOLIDATING BALANCE SHEET
December 31, 1996
(in thousands)
<CAPTION>
JOURNAL ELIMINATIONS
OPCo ENTRY AND COMBINED
CONSOLIDATED NUMBERS ADJUSTMENTS TOTAL OPCo
<S> <C> <C> <C> <C> <C>
ASSETS
Electric Utility Plant:
Production $2,556,507 $2,556,507 $2,556,507
Transmission 820,636 820,636 820,636
Distribution 872,936 872,936 872,936
General (including mining assets) 680,443 680,443 186,590
Construction Work In Progress 66,099 66,099 65,895
Total Electric Utility Plant 4,996,621 0 4,996,621 4,502,564
Accumulated Depreciation and Amortization (2,216,534) (2,216,534) (1,940,242)
Net Electric Utility Plant 2,780,087 0 2,780,087 2,562,322
Other Property and Investments 106,485 15,18 (128,477) 234,962 173,830
Current Assets:
Cash and Cash Equivalents 24,003 24,003 6,003
Accounts Receivable:
Customers 118,551 118,551 118,551
Affiliated Companies 69,412 16 (26,377) 95,789 67,192
Miscellaneous 44,771 44,771 21,635
Allowance for Uncollectible Accounts (1,433) (1,433) (1,433)
Fuel - at average cost 113,361 113,361 112,431
Materials and Supplies - at average cost 75,908 18 1 75,907 51,308
Accrued Utility Revenues 38,852 38,852 38,852
Prepayments and Other 44,203 18 (2) 44,205 41,336
Total Current Assets 527,628 (26,378) 554,006 455,875
Regulatory Assets 540,123 540,123 484,623
Deferred Charges 137,843 16,17 (40) 137,883 132,989
Total $4,092,166 ($154,895) $4,247,061 $3,809,639
See Note to Consolidating Financial Statements on Page C-1.
</TABLE>
<PAGE>
<TABLE>
OHIO POWER COMPANY AND SUBSIDIARY COMPANIES
CONSOLIDATING BALANCE SHEET
December 31, 1996
(in thousands)
<CAPTION>
COCCo SOCCo WCCo
<S> <C> <C> <C>
ASSETS
Electric Utility Plant:
Production
Transmission
Distribution
General (including mining assets) $70,705 $363,090 $60,058
Construction Work In Progress 15 189
Total Electric Utility Plant 70,705 363,105 60,247
Accumulated Depreciation and Amortization (51,830) (193,608) (30,854)
Net Electric Utility Plant 18,875 169,497 29,393
Other Property and Investments 38 61,078 16
Current Assets:
Cash and Cash Equivalents 8,498 5,565 3,937
Accounts Receivable:
Customers
Affiliated Companies 2,062 22,070 4,465
Miscellaneous 1,895 17,394 3,847
Allowance for Uncollectible Accounts
Fuel - at average cost 193 719 18
Materials and Supplies - at average cost 8,398 12,254 3,947
Accrued Utility Revenues
Prepayments and Other 1,020 1,583 266
Total Current Assets 22,066 59,585 16,480
Regulatory Assets 1,487 56,182 (2,169)
Deferred Charges 163 4,356 375
Total $42,629 $350,698 $44,095
See Note to Consolidating Financial Statements on Page C-1.
</TABLE>
<PAGE>
<TABLE>
AMERICAN ELECTRIC POWER COMPANY, INC.
AND SUBSIDIARY COMPANIES
CONSOLIDATING BALANCE SHEET
DECEMBER 31, 1996
(in thousands)
<CAPTION>
JOURNAL ELIMINATIONS
AEP ENTRY AND COMBINED
CONSOLIDATED NUMBERS ADJUSTMENTS TOTAL AEP
<S> <C> <C> <C> <C> <C>
CAPITALIZATION AND LIABILITIES
Capitalization:
Common Stock $1,282,027 1 ($738,724) $2,020,751 $1,282,027
Paid-in Capital 1,715,554 1 (2,538,352) 4,253,906 1,715,554
Retained Earnings 1,547,746 1,3 (1,238,349) 2,786,095 1,547,746
Total Common Shareholders' Equity 4,545,327 (4,515,425) 9,060,752 4,545,327
Cumulative Preferred Stocks of Subsidiaries:
Not Subject to Mandatory Redemption 90,323 5 (1) 90,324
Subject to Mandatory Redemption 509,900 509,900
Long-term Debt 4,796,768 1,5 (1,099) 4,797,867
Total Capitalization 9,942,318 (4,516,525) 14,458,843 4,545,327
Other Noncurrent Liabilities 1,002,208 4,6 (7,684) 1,009,892
Current Liabilities:
Long-term Debt Due Within One Year 86,942 5 1 86,941
Short-term Debt 319,695 319,695 41,725
Accounts Payable:
General 206,227 2,5 11,722 194,505
Affiliated Companies 0 2 (208,264) 208,264 602
Taxes Accrued 414,173 414,173
Interest Accrued 75,124 75,124 11
Obligations Under Capital Leases 89,553 5 (1) 89,554
Other 304,323 2,5 (1,504) 305,827 272
Total Current Liabilities 1,496,037 (198,046) 1,694,083 42,610
Deferred Income Taxes 2,643,143 3,5 7,730 2,635,413 (54)
Deferred Investment Tax Credits 404,050 3,5 (22,443) 426,493
Deferred Gain on Sale and Leaseback -
Rockport Plant Unit 2 240,598 5 1 240,597
Deferred Credits 157,193 157,193 9
Total $15,885,547 ($4,736,967) $20,622,514 $4,587,892
See Note to Consolidating Financial Statements on Page C-1.
</TABLE>
<PAGE>
<TABLE>
AMERICAN ELECTRIC POWER COMPANY, INC.
AND SUBSIDIARY COMPANIES
CONSOLIDATING BALANCE SHEET
DECEMBER 31, 1996
(in thousands)
<CAPTION>
APCo CSPCo I&M
CONSOLIDATED CONSOLIDATED CONSOLIDATED KEPCo KGPCo
<S> <C> <C> <C> <C> <C>
CAPITALIZATION AND LIABILITIES
Capitalization:
Common Stock $260,458 $41,026 56,584 $50,450 $4,100
Paid-in Capital 575,380 574,709 731,272 108,750 8,800
Retained Earnings 208,472 99,582 269,071 84,090 7,607
Total Common Shareholders' Equity 1,044,310 715,317 1,056,927 243,290 20,507
Cumulative Preferred Stocks of Subsidiaries:
Not Subject to Mandatory Redemption 29,815 21,977
Subject to Mandatory Redemption 190,000 75,000 135,000
Long-term Debt 1,365,834 882,641 1,042,104 293,198 25,000
Total Capitalization 2,629,959 1,672,958 2,256,008 536,488 45,507
Other Noncurrent Liabilities 109,203 40,068 488,748 19,467 9,588
Current Liabilities:
Long-term Debt Due Within One Year 8 14,640
Short-term Debt 60,700 51,800 43,500 51,675 5,225
Accounts Payable:
General 34,714 34,619 31,015 16,272 344
Affiliated Companies 51,178 20,209 30,877 14,785 6,618
Taxes Accrued 40,935 129,429 65,400 5,064 1,176
Interest Accrued 20,938 13,605 15,281 5,217 707
Obligations Under Capital Leases 15,112 5,614 29,740 3,017 246
Other 78,990 26,700 66,436 9,591 1,414
Total Current Liabilities 302,575 296,616 282,249 105,621 15,730
Deferred Income Taxes 669,964 441,477 594,879 153,538 8,312
Deferred Investment Tax Credits 83,320 57,101 146,473 17,007 1,100
Deferred Gain on Sale and Leaseback -
Rockport Plant Unit 2 96,125
Deferred Credits 16,359 33,366 33,002 1,458 185
Total $3,811,380 $2,541,586 $3,897,484 $833,579 $80,422
See Note to Consolidating Financial Statements on Page C-1.
</TABLE>
<PAGE>
<TABLE>
AMERICAN ELECTRIC POWER COMPANY, INC.
AND SUBSIDIARY COMPANIES
CONSOLIDATING BALANCE SHEET
DECEMBER 31, 1996
(in thousands)
<CAPTION>
OPCo
CONSOLIDATED WPCo AEPESVC AEGCo AEPINV
<S> <C> <C> <C> <C> <C>
CAPITALIZATION AND LIABILITIES
Capitalization:
Common Stock $321,201 $2,428 $110 $1,000
Paid-in Capital 460,662 12,596 3,890 44,235 $15,209
Retained Earnings 584,015 6,048 (3,111) 1,886 (8,834)
Total Common Shareholders' Equity 1,365,878 21,072 889 47,121 6,375
Cumulative Preferred Stocks of Subsidiaries:
Not Subject to Mandatory Redemption 38,532
Subject to Mandatory Redemption 109,900
Long-term Debt 1,002,436 26,000 89,554
Total Capitalization 2,516,746 47,072 889 136,675 6,375
Other Noncurrent Liabilities 245,032 5,786 1,613
Current Liabilities:
Long-term Debt Due Within One Year 67,293
Short-term Debt 41,302 6,675 700 9,575
Accounts Payable:
General 51,506 537 4,265
Affiliated Companies 37,893 6,705 893 2,218 3
Taxes Accrued 162,798 1,982 204 2,903 25
Interest Accrued 18,094 598 271
Obligations Under Capital Leases 24,153 595 476
Other 84,385 977 54 8,148
Total Current Liabilities 487,424 18,069 1,851 27,856 28
Deferred Income Taxes 738,626 16,343 (455) 23,849 (4,613)
Deferred Investment Tax Credits 46,308 619 73,460
Deferred Gain on Sale and Leaseback -
Rockport Plant Unit 2 144,472
Deferred Credits 58,030 306 66 12,540
Total $4,092,166 $87,889 $2,591 $407,991 $14,330
See Note to Consolidating Financial Statements on Page C-1.
</TABLE>
<PAGE>
<TABLE>
AMERICAN ELECTRIC POWER COMPANY, INC.
AND SUBSIDIARY COMPANIES
CONSOLIDATING BALANCE SHEET
DECEMBER 31, 1996
(in thousands)
<CAPTION>
AEPR
CONSOLIDATED AEPESOL AEPSC AEPC CCCo COpCo FRECo
<S> <C> <C> <C> <C> <C> <C> <C>
CAPITALIZATION AND LIABILITIES
Capitalization:
Common Stock $1,350 $3 $3 $10
Paid-in Capital $1,206 $425 $10 1,205 3
Retained Earnings (7,465) (2,981) (224) 173 20
Total Common Shareholders' Equity (6,259) (2,556) 1,350 (214) 1,208 179 30
Cumulative Preferred Stocks of Subsidiaries:
Not Subject to Mandatory Redemption
Subject to Mandatory Redemption
Long-term Debt 71,100
Total Capitalization (6,259) (2,556) 72,450 (214) 1,208 179 30
Other Noncurrent Liabilities 87,501 142 2,744
Current Liabilities:
Long-term Debt Due Within One Year 5,000
Short-term Debt 6,818
Accounts Payable:
General 9 66 20,816 342
Affiliated Companies 1,583 4,120 30,132 342 43 63
Taxes Accrued (473) (1,605) 6,865 (120) (8) (402)
Interest Accrued 1 401
Obligations Under Capital Leases 10,601
Other 27,176 18 1,666
Total Current Liabilities 7,938 2,581 100,991 222 53 1,669 0
Deferred Income Taxes (3,832) (524) (2,097)
Deferred Investment Tax Credits 1,105
Deferred Gain on Sale and Leaseback -
Rockport Plant Unit 2
Deferred Credits 391 1,432 49
Total $2,070 $25 $259,647 $8 $928 $2,495 $30
See Note to Consolidating Financial Statements on Page C-1.
</TABLE>
<PAGE>
<TABLE>
AMERICAN ELECTRIC POWER COMPANY, INC.
AND SUBSIDIARY COMPANIES
CONSOLIDATING BALANCE SHEET
DECEMBER 31, 1996
(in thousands)
<CAPTION>
IFRI
<S> <C>
CAPITALIZATION AND LIABILITIES
Capitalization:
Common Stock $1
Paid-in Capital
Retained Earnings
Total Common Shareholders' Equity 1
Cumulative Preferred Stocks of Subsidiaries:
Not Subject to Mandatory Redemption
Subject to Mandatory Redemption
Long-term Debt
Total Capitalization 1
Other Noncurrent Liabilities
Current Liabilities:
Long-term Debt Due Within One Year
Short-term Debt
Accounts Payable:
General
Affiliated Companies
Taxes Accrued
Interest Accrued
Obligations Under Capital Leases
Other
Total Current Liabilities 0
Deferred Income Taxes
Deferred Investment Tax Credits
Deferred Gain on Sale and Leaseback -
Rockport Plant Unit 2
Deferred Credits
Total $1
See Note to Consolidating Financial Statements on Page C-1.
</TABLE>
<PAGE>
<TABLE>
APPALACHIAN POWER COMPANY AND SUBSIDIARY COMPANIES
CONSOLIDATING BALANCE SHEET
December 31, 1996
(in thousands)
<CAPTION>
JOURNAL ELIMINATIONS
APCo ENTRY AND COMBINED
CONSOLIDATED NUMBERS ADJUSTMENTS TOTAL APCo
<S> <C> <C> <C> <C> <C>
CAPITALIZATION AND LIABILITIES
Capitalization:
Common Stock $260,458 7 ($210) $260,668 $260,458
Paid-in Capital 575,380 7 (17,318) 592,698 575,380
Retained Earnings 208,472 7 7,803 200,669 208,472
Total Common Shareholder's Equity 1,044,310 (9,725) 1,054,035 1,044,310
Cumulative Preferred Stock:
Not Subject to Mandatory Redemption 29,815 29,815 29,815
Subject to Mandatory Redemption 190,000 190,000 190,000
Long-term Debt 1,365,834 1,365,834 1,365,834
Total Capitalization 2,629,959 (9,725) 2,639,684 2,629,959
Other Noncurrent Liabilities 109,203 109,203 100,281
Current Liabilities:
Long-term Debt Due Within One Year 8 8 8
Short-term Debt 60,700 60,700 60,700
Accounts Payable:
General 34,714 34,714 34,716
Affiliated Companies 51,178 8 (7,727) 58,905 58,349
Taxes Accrued 40,935 40,935 40,886
Interest Accrued 20,938 20,938 20,938
Obligations Under Capital Leases 15,112 15,112 15,112
Other 78,990 78,990 78,202
Total Current Liabilities 302,575 (7,727) 310,302 308,911
Deferred Income Taxes 669,964 669,964 676,967
Deferred Investment Tax Credits 83,320 83,320 83,320
Deferred Credits 16,359 16,359 12,692
Total $3,811,380 ($17,452) $3,828,832 $3,812,130
See Note to Consolidating Financial Statements on Page C-1.
</TABLE>
<PAGE>
<TABLE>
APPALACHIAN POWER COMPANY AND SUBSIDIARY COMPANIES
CONSOLIDATING BALANCE SHEET
December 31, 1996
(in thousands)
<CAPTION>
CeCCo CACCo SACCo WVPCo
<S> <C> <C> <C> <C>
CAPITALIZATION AND LIABILITIES
Capitalization:
Common Stock $200 $3 $7
Paid-in Capital 5,168 450 11,505 $195
Retained Earnings (4,023) (285) (3,534) 39
Total Common Shareholder's Equity 1,345 168 7,978 234
Cumulative Preferred Stock:
Not Subject to Mandatory Redemption
Subject to Mandatory Redemption
Long-term Debt
Total Capitalization 1,345 168 7,978 234
Other Noncurrent Liabilities 5,793 2,276 853
Current Liabilities:
Long-term Debt Due Within One Year
Short-term Debt
Accounts Payable:
General (2)
Affiliated Companies 334 128 94
Taxes Accrued 34 23 (9) 1
Interest Accrued
Obligations Under Capital Leases
Other 431 290 67
Total Current Liabilities 797 441 152 1
Deferred Income Taxes (3,068) (1,359) (2,576)
Deferred Investment Tax Credits
Deferred Credits 2,112 23 1,532
Total $6,979 $1,549 $7,939 $235
See Note to Consolidating Financial Statements on Page C-1.
</TABLE>
<PAGE>
<TABLE>
COLUMBUS SOUTHERN POWER COMPANY AND SUBSIDIARY COMPANIES
CONSOLIDATING BALANCE SHEET
December 31, 1996
(in thousands)
<CAPTION>
JOURNAL ELIMINATIONS
CSPCo ENTRY AND COMBINED
CONSOLIDATED NUMBERS ADJUSTMENTS TOTAL CSPCo
<S> <C> <C> <C> <C> <C>
CAPITALIZATION AND LIABILITIES
Capitalization:
Common Stock $41,026 10 ($1,609) $42,635 $41,026
Paid-in Capital 574,709 10 (770) 575,479 574,709
Retained Earnings 99,582 10 (2,027) 101,609 99,582
Total Common Shareholder's Equity 715,317 (4,406) 719,723 715,317
Cumulative Preferred Stock -
Subject to Mandatory Redemption 25,000 25,000 25,000
Long-term Debt 882,641 882,641 882,641
Total Capitalization 1,622,958 (4,406) 1,627,364 1,622,958
Other Noncurrent Liabilities 40,068 40,068 39,180
Current Liabilities:
Preferred Stock and Long-term Debt
Due Within One Year 64,640 64,640 64,640
Short-term Debt 51,800 51,800 51,800
Accounts Payable:
General 34,619 34,619 34,175
Affiliated Companies 20,209 11 (2,910) 23,119 22,932
Taxes Accrued 129,429 129,429 129,398
Interest Accrued 13,605 13,605 13,605
Obligations Under Capital Leases 5,614 5,614 5,548
Other 26,700 11 (29) 26,729 25,462
Total Current Liabilities 346,616 (2,939) 349,555 347,560
Deferred Income Taxes 441,477 12 (1) 441,478 442,022
Deferred Investment Tax Credits 57,101 57,101 57,057
Deferred Credits 33,366 33,366 32,004
Total $2,541,586 ($7,346) $2,548,932 $2,540,781
See Note to Consolidating Financial Statements on Page C-1.
</TABLE>
<PAGE>
<TABLE>
COLUMBUS SOUTHERN POWER COMPANY AND SUBSIDIARY COMPANIES
CONSOLIDATING BALANCE SHEET
December 31, 1996
(in thousands)
<CAPTION>
COLM CCPC Simco
<S> <C> <C> <C>
CAPITALIZATION AND LIABILITIES
Capitalization:
Common Stock $1,500 $100 $9
Paid-in Capital 30 400 340
Retained Earnings 1,155 750 122
Total Common Shareholder's Equity 2,685 1,250 471
Cumulative Preferred Stock -
Subject to Mandatory Redemption
Long-term Debt
Total Capitalization 2,685 1,250 471
Other Noncurrent Liabilities 888
Current Liabilities:
Preferred Stock and Long-term Debt
Due Within One Year
Short-term Debt
Accounts Payable:
General 444
Affiliated Companies 11 175 1
Taxes Accrued 15 19 (3)
Interest Accrued
Obligations Under Capital Leases 66
Other 1,267
Total Current Liabilities 26 1,971 (2)
Deferred Income Taxes (683) 139
Deferred Investment Tax Credits 44
Deferred Credits 26 1,186 150
Total $2,737 $4,612 $802
See Note to Consolidating Financial Statements on Page C-1.
</TABLE>
<PAGE>
<TABLE>
INDIANA MICHIGAN POWER COMPANY AND SUBSIDIARY COMPANIES
CONSOLIDATING BALANCE SHEET
December 31, 1996
(in thousands)
<CAPTION>
JOURNAL ELIMINATIONS
I&M ENTRY AND COMBINED
CONSOLIDATED NUMBERS ADJUSTMENTS TOTAL I&M
<S> <C> <C> <C> <C> <C>
CAPITALIZATION AND LIABILITIES
Capitalization:
Common Stock $56,584 13 ($39,548) $96,132 $56,584
Paid-in Capital 731,272 13 (1,303) 732,575 731,272
Retained Earnings 269,071 13 (14,256) 283,327 269,071
Total Common Shareholder's Equity 1,056,927 (55,107) 1,112,034 1,056,927
Cumulative Preferred Stock:
Not Subject to Mandatory Redemption 21,977 21,977 21,977
Subject to Mandatory Redemption 135,000 135,000 135,000
Long-term Debt 1,042,104 13 (28,250) 1,070,354 1,042,104
Total Capitalization 2,256,008 (83,357) 2,339,365 2,256,008
Other Noncurrent Liabilities 488,748 488,748 488,253
Current Liabilities:
Short-term Debt 43,500 43,500 43,500
Accounts Payable:
General 31,015 31,015 31,014
Affiliated Companies 30,877 14 (172) 31,049 30,962
Taxes Accrued 65,400 65,400 65,475
Interest Accrued 15,281 15,281 15,281
Obligations Under Capital Leases 29,740 29,740 29,740
Other 66,436 66,436 66,432
Total Current Liabilities 282,249 (172) 282,421 282,404
Deferred Income Taxes 594,879 594,879 589,571
Deferred Investment Tax Credits 146,473 146,473 146,473
Deferred Gain on Sale and Leaseback -
Rockport Plant Unit 2 96,125 96,125 96,125
Deferred Credits 33,002 14 (21) 33,023 9,127
Total $3,897,484 ($83,550) $3,981,034 $3,867,961
See Note to Consolidating Financial Statements on Page C-1.
</TABLE>
<PAGE>
<TABLE>
INDIANA MICHIGAN POWER COMPANY AND SUBSIDIARY COMPANIES
CONSOLIDATING BALANCE SHEET
December 31, 1996
(in thousands)
<CAPTION>
BHCCo PRCCo
<S> <C> <C>
CAPITALIZATION AND LIABILITIES
Capitalization:
Common Stock $39,521 $27
Paid-in Capital 1,303
Retained Earnings 14,256
Total Common Shareholder's Equity 55,080 27
Cumulative Preferred Stock:
Not Subject to Mandatory Redemption
Subject to Mandatory Redemption
Long-term Debt 28,250
Total Capitalization 83,330 27
Other Noncurrent Liabilities 495
Current Liabilities:
Short-term Debt
Accounts Payable:
General 1
Affiliated Companies 87
Taxes Accrued (70) (5)
Interest Accrued
Obligations Under Capital Leases
Other 4
Total Current Liabilities 22 (5)
Deferred Income Taxes 5,309 (1)
Deferred Investment Tax Credits
Deferred Gain on Sale and Leaseback -
Rockport Plant Unit 2
Deferred Credits 23,896
Total $113,052 $21
See Note to Consolidating Financial Statements on Page C-1.
</TABLE>
<PAGE>
<TABLE>
OHIO POWER COMPANY AND SUBSIDIARY COMPANIES
CONSOLIDATING BALANCE SHEET
December 31, 1996
(in thousands)
<CAPTION>
JOURNAL ELIMINATIONS
OPCo ENTRY AND COMBINED
CONSOLIDATED NUMBERS ADJUSTMENTS TOTAL OPCo
<S> <C> <C> <C> <C> <C>
CAPITALIZATION AND LIABILITIES
Capitalization:
Common Stock $321,201 15 ($418) $321,619 $321,201
Paid-in Capital 460,662 15 (102,300) 562,962 460,662
Retained Earnings 584,015 15 (25,532) 609,547 584,015
Total Common Shareholder's Equity 1,365,878 (128,250) 1,494,128 1,365,878
Cumulative Preferred Stock:
Not Subject to Mandatory Redemption 38,532 38,532 38,532
Subject to Mandatory Redemption 109,900 109,900 109,900
Long-term Debt 1,002,436 15,18 (224) 1,002,660 932,758
Total Capitalization 2,516,746 (128,474) 2,645,220 2,447,068
Other Noncurrent Liabilities 245,032 18 (1) 245,033 114,004
Current Liabilities:
Long-term Debt Due Within One Year 67,293 18 (1) 67,294 46,620
Short-term Debt 41,302 41,302 41,302
Accounts Payable:
General 51,506 51,506 42,909
Affiliated Companies 37,893 16 (26,411) 64,304 59,907
Taxes Accrued 162,798 162,798 161,782
Interest Accrued 18,094 17 (2) 18,096 16,083
Obligations Under Capital Leases 24,153 24,153 10,833
Other 84,385 16,18 (5) 84,390 54,176
Total Current Liabilities 487,424 (26,419) 513,843 433,612
Deferred Income Taxes 738,626 738,626 716,852
Deferred Investment Tax Credits 46,308 46,308 46,308
Deferred Credits 58,030 18 (1) 58,031 51,795
Total $4,092,166 ($154,895) $4,247,061 $3,809,639
See Note to Consolidating Financial Statements on Page C-1.
</TABLE>
<PAGE>
<TABLE>
OHIO POWER COMPANY AND SUBSIDIARY COMPANIES
CONSOLIDATING BALANCE SHEET
December 31, 1996
(in thousands)
<CAPTION>
COCCo SOCCo WCCo
<S> <C> <C> <C>
CAPITALIZATION AND LIABILITIES
Capitalization:
Common Stock $7 $5 $406
Paid-in Capital 91,830 10,470
Retained Earnings 200 24,064 1,268
Total Common Shareholder's Equity 207 115,899 12,144
Cumulative Preferred Stock:
Not Subject to Mandatory Redemption
Subject to Mandatory Redemption
Long-term Debt 286 61,681 7,935
Total Capitalization 493 177,580 20,079
Other Noncurrent Liabilities 45,994 68,946 16,089
Current Liabilities:
Long-term Debt Due Within One Year 104 20,000 570
Short-term Debt
Accounts Payable:
General 1,369 5,641 1,587
Affiliated Companies 878 2,829 690
Taxes Accrued 596 255 165
Interest Accrued 2,011 2
Obligations Under Capital Leases 3,389 9,083 848
Other 5,678 20,167 4,369
Total Current Liabilities 12,014 59,986 8,231
Deferred Income Taxes (20,448) 42,803 (581)
Deferred Investment Tax Credits
Deferred Credits 4,576 1,383 277
Total $42,629 $350,698 $44,095
See Note to Consolidating Financial Statements on Page C-1.
</TABLE>
<PAGE>
<TABLE>
AMERICAN ELECTRIC POWER COMPANY, INC. AND SUBSIDIARY COMPANIES
CONSOLIDATING STATEMENT OF CASH FLOWS
Year Ended December 31, 1996
(in thousands)
<CAPTION>
JOURNAL ELIMINATIONS
AEP ENTRY AND COMBINED
CONSOLIDATED NUMBERS ADJUSTMENTS TOTAL
<S> <C> <C> <C> <C>
OPERATING ACTIVITIES:
Net Income (Loss) $587,430 1,2,7 ($636,298) $1,223,728
Adjustments for Noncash Items:
Depreciation and Amortization 590,657 7 2 590,655
Deferred Federal Income Taxes (21,478) 3,7 345 (21,823)
Deferred Investment Tax Credits (25,808) 1,7 1,027 (26,835)
Equity in Undistributed Earnings of Affiliated Companies 39 1 116,080 (116,041)
Amortization of Operating Expenses
and Carrying Charges (net) 55,458 55,458
Changes in Certain Current Assets and Liabilities:
Accounts Receivable (net) (39,049) 5,7 40,320 (79,369)
Fuel, Materials and Supplies 35,831 7 1 35,830
Accrued Utility Revenues 32,953 7 (1) 32,954
Accounts Payable (13,915) 5,7 (30,878) 16,963
Taxes Accrued (6,019) 7 (1) (6,018)
Other (net) 40,963 2-5,7 (6,992) 47,955
Net Cash Flows From (Used For) Operating Activities 1,237,062 (516,395) 1,753,457
INVESTING ACTIVITIES:
Construction Expenditures (577,691) 4,7 3,122 (580,813)
Proceeds from Sales of Property and Other 12,283 4,7 (4,153) 16,436
Investment in Subsidiaries 0 6 79,760 (79,760)
Net Cash Flows Used For Investing Activities (565,408) 78,729 (644,137)
FINANCING ACTIVITIES:
Capital Contributions From (Returned to) Parent Company 0 6 (79,750) 79,750
Issuance of Common Stock 65,461 6 (10) 65,471
Issuance of Long-term Debt 407,291 407,291
Change in Short-term Debt (net) (45,430) (45,430)
Retirement of Cumulative Preferred Stock (70,761) 7 (1) (70,760)
Retirement of Long-term Debt (601,278) (601,278)
Dividends Paid on Common Stock (449,353) 1 477,768 (927,121)
Dividends Paid on Cumulative Preferred Stock 0 2 40,675 (40,675)
Net Cash Flows From (Used For) Financing Activities (694,070) 438,682 (1,132,752)
Net Increase (Decrease) in Cash and Cash Equivalents (22,416) 5,7 1,016 (23,432)
Cash and Cash Equivalents January 1 79,955 5 1,175 78,780
Cash and Cash Equivalents December 31 $57,539 5,7 $2,191 $55,348
Supplemental Disclosure:
Interest Paid (net of capitalized amounts) $373,570 $373,570
Income Taxes Paid (Received) $404,297 7 $1 $404,296
Noncash Acquisitions Under Capital Leases $136,988 7 ($1,935) $138,923
See Note to Consolidating Financial Statements on Page C-1
</TABLE>
<PAGE>
<TABLE>
AMERICAN ELECTRIC POWER COMPANY, INC. AND SUBSIDIARY COMPANIES
CONSOLIDATING STATEMENT OF CASH FLOWS
Year Ended December 31, 1996
(in thousands)
<CAPTION>
APCo CSPCo I&M
AEP CONSOLIDATED CONSOLIDATED CONSOLIDATED
<S> <C> <C> <C> <C>
OPERATING ACTIVITIES:
Net Income (Loss) $587,430 $133,689 $107,108 $157,153
Adjustments for Noncash Items:
Depreciation and Amortization 134,381 87,697 148,123
Deferred Federal Income Taxes 592 (12,771) (24,687)
Deferred Investment Tax Credits (5,602) (3,909) (8,729)
Equity in Undistributed Earnings of Affiliated Companies (116,080)
Amortization of Operating Expenses
and Carrying Charges (net) 32,152 23,306
Changes in Certain Current Assets and Liabilities:
Accounts Receivable (net) (108) (19,176) 2,850 (10,235)
Fuel, Materials and Supplies 15,583 5,558 903
Accrued Utility Revenues 13,235 8,563 5,642
Accounts Payable 508 3,668 2,799 1,186
Taxes Accrued (7,731) 9,336 (6,296)
Other (net) (65) 7,104 19,705 8,037
Net Cash Flows From (Used For) Operating Activities 471,685 275,743 259,088 294,403
INVESTING ACTIVITIES:
Construction Expenditures (191,815) (92,667) (95,046)
Proceeds from Sales of Property and Other 1,933 2,956 2,714
Investment in Subsidiaries (79,760)
Net Cash Flows Used For Investing Activities (79,760) (189,882) (89,711) (92,332)
FINANCING ACTIVITIES:
Capital Contributions From (Returned to) Parent Company 50,000
Issuance of Common Stock 65,461
Issuance of Long-term Debt 273,340 38,579
Change in Short-term Debt (net) (7,925) (64,825) 17,475 (46,475)
Retirement of Cumulative Preferred Stock (25,904) (7,500) (30,568)
Retirement of Long-term Debt (195,910) (99,053) (46,091)
Dividends Paid on Common Stock (449,353) (108,300) (75,876) (112,508)
Dividends Paid on Cumulative Preferred Stock (15,666) (5,866) (10,498)
Net Cash Flows From (Used For) Financing Activities (391,817) (87,265) (170,820) (207,561)
Net Increase (Decrease) in Cash and Cash Equivalents 108 (1,404) (1,443) (5,490)
Cash and Cash Equivalents January 1 130 8,664 10,577 13,723
Cash and Cash Equivalents December 31 $238 $7,260 $9,134 $8,233
Supplemental Disclosure:
Interest Paid (net of capitalized amounts) $1,871 $104,156 $77,021 $64,117
Income Taxes Paid (Received) $65 $82,194 $76,298 $125,707
Noncash Acquisitions Under Capital Leases $15,308 $14,247 $48,305
See Note to Consolidating Financial Statements on Page C-1
</TABLE>
<PAGE>
<TABLE>
AMERICAN ELECTRIC POWER COMPANY, INC. AND SUBSIDIARY COMPANIES
CONSOLIDATING STATEMENT OF CASH FLOWS
Year Ended December 31, 1996
(in thousands)
<CAPTION>
OPCo
KEPCo KGPCo CONSOLIDATED WPCo AEPESVC
<S> <C> <C> <C> <C> <C>
OPERATING ACTIVITIES:
Net Income (Loss) $16,973 $2,627 $217,655 $1,855 $563
Adjustments for Noncash Items:
Depreciation and Amortization 25,196 2,428 164,485 2,685
Deferred Federal Income Taxes 1,864 270 18,682 (351) 268
Deferred Investment Tax Credits (1,390) (75) (3,552) (42)
Equity in Undistributed Earnings of Affiliated Companies
Amortization of Operating Expenses
and Carrying Charges (net)
Changes in Certain Current Assets and Liabilities:
Accounts Receivable (net) 1,596 (2,171) (32,008) (1,393) (1,031)
Fuel, Materials and Supplies (6,412) (2) 18,151 279
Accrued Utility Revenues 5,325 (1,568) 1,248 509
Accounts Payable 9,291 642 (13,181) 1,264 88
Taxes Accrued (2,908) 209 1,368 (822) 432
Other (net) (4,502) 1,477 (1,247) 822 (1,083)
Net Cash Flows From (Used For) Operating Activities 45,033 3,837 371,601 4,806 (763)
INVESTING ACTIVITIES:
Construction Expenditures (75,816) (5,260) (113,481) (3,982)
Proceeds from Sales of Property and Other 250 8,756 481
Investment in Subsidiaries
Net Cash Flows Used For Investing Activities (75,566) (5,260) (104,725) (3,501) 0
FINANCING ACTIVITIES:
Capital Contributions From (Returned to) Parent Company 30,000 1,000
Issuance of Common Stock
Issuance of Long-term Debt 74,985 10,000 10,000
Change in Short-term Debt (net) 24,625 3,125 31,902 1,300 700
Retirement of Cumulative Preferred Stock (6,788)
Retirement of Long-term Debt (74,738) (10,000) (160,486) (10,000)
Dividends Paid on Common Stock (24,264) (2,088) (142,856) (2,376)
Dividends Paid on Cumulative Preferred Stock (8,645)
Net Cash Flows From (Used For) Financing Activities 30,608 2,037 (286,873) (1,076) 700
Net Increase (Decrease) in Cash and Cash Equivalents 75 614 (19,997) 229 (63)
Cash and Cash Equivalents January 1 1,031 505 44,000 246 215
Cash and Cash Equivalents December 31 $1,106 $1,119 $24,003 $475 $152
Supplemental Disclosure:
Interest Paid (net of capitalized amounts) $24,069 $2,452 $85,769 $2,074 $96
Income Taxes Paid (Received) $9,012 $1,046 $105,035 $3,197 ($389)
Noncash Acquisitions Under Capital Leases $6,322 $791 $30,942 $810
See Note to Consolidating Financial Statements on Page C-1
</TABLE>
<PAGE>
<TABLE>
AMERICAN ELECTRIC POWER COMPANY, INC. AND SUBSIDIARY COMPANIES
CONSOLIDATING STATEMENT OF CASH FLOWS
Year Ended December 31, 1996
(in thousands)
<CAPTION>
AEPR
AEGCo AEPINV CONSOLIDATED AEPESOL AEPSC AEPC
<S> <C> <C> <C> <C> <C> <C>
OPERATING ACTIVITIES:
Net Income (Loss) $9,431 ($433) ($7,118) ($2,981) ($224)
Adjustments for Noncash Items:
Depreciation and Amortization 21,648 4,012
Deferred Federal Income Taxes 5,401 (128) (10,615)
Deferred Investment Tax Credits (3,489) (47)
Equity in Undistributed Earnings of Affiliated Companies 39
Amortization of Operating Expenses
and Carrying Charges (net)
Changes in Certain Current Assets and Liabilities:
Accounts Receivable (net) 149 (32) (214) (19,180)
Fuel, Materials and Supplies 1,770
Accrued Utility Revenues
Accounts Payable (81) 3 1,514 4,186 4,638 342
Taxes Accrued (94) 26 (441) (1,605) 3,058 (120)
Other (net) (5,795) 234 (128) 23,614
Net Cash Flows From (Used For) Operating Activities 28,940 (291) (6,387) (400) 5,480 (2)
INVESTING ACTIVITIES:
Construction Expenditures (2,170) (347) (229)
Proceeds from Sales of Property and Other (654)
Investment in Subsidiaries
Net Cash Flows Used For Investing Activities (2,170) (654) (347) 0 (229) 0
FINANCING ACTIVITIES:
Capital Contributions From (Returned to) Parent Company (3,500) 1,125 700 425
Issuance of Common Stock 10
Issuance of Long-term Debt 387
Change in Short-term Debt (net) (12,150) 6,818
Retirement of Cumulative Preferred Stock
Retirement of Long-term Debt (5,000)
Dividends Paid on Common Stock (9,500)
Dividends Paid on Cumulative Preferred Stock
Net Cash Flows From (Used For) Financing Activities (25,150) 1,125 7,905 425 (5,000) 10
Net Increase (Decrease) in Cash and Cash Equivalents 1,620 180 1,171 25 251 8
Cash and Cash Equivalents January 1 (2,508) 47 208 407
Cash and Cash Equivalents December 31 ($888) $227 $1,379 $25 $658 $8
Supplemental Disclosure:
Interest Paid (net of capitalized amounts) $3,834 $225 $7,886
Income Taxes Paid (Received) ($1,763) ($116) ($835) $4,320
Noncash Acquisitions Under Capital Leases $294 $21,904
See Note to Consolidating Financial Statements on Page C-1
</TABLE>
<PAGE>
<TABLE>
AMERICAN ELECTRIC POWER COMPANY, INC. AND SUBSIDIARY COMPANIES
CONSOLIDATING STATEMENT OF CASH FLOWS
Year Ended December 31, 1996
(in thousands)
<CAPTION>
CCCo COpCo FRECo IFRI
<S> <C> <C> <C> <C>
OPERATING ACTIVITIES:
Net Income (Loss)
Adjustments for Noncash Items:
Depreciation and Amortization
Deferred Federal Income Taxes (1) (347)
Deferred Investment Tax Credits
Equity in Undistributed Earnings of Affiliated Companies
Amortization of Operating Expenses
and Carrying Charges (net)
Changes in Certain Current Assets and Liabilities:
Accounts Receivable (net) (92) 1,683 (7)
Fuel, Materials and Supplies
Accrued Utility Revenues
Accounts Payable 31 65
Taxes Accrued (8) (422)
Other (net) 60 (279) 1
Net Cash Flows From (Used For) Operating Activities (10) 700 (6) 0
INVESTING ACTIVITIES:
Construction Expenditures
Proceeds from Sales of Property and Other
Investment in Subsidiaries
Net Cash Flows Used For Investing Activities 0 0 0 0
FINANCING ACTIVITIES:
Capital Contributions From (Returned to) Parent Company
Issuance of Common Stock
Issuance of Long-term Debt
Change in Short-term Debt (net)
Retirement of Cumulative Preferred Stock
Retirement of Long-term Debt
Dividends Paid on Common Stock
Dividends Paid on Cumulative Preferred Stock
Net Cash Flows From (Used For) Financing Activities 0 0 0 0
Net Increase (Decrease) in Cash and Cash Equivalents (10) 700 (6) 0
Cash and Cash Equivalents January 1 55 1,452 28
Cash and Cash Equivalents December 31 $45 $2,152 $22 $0
Supplemental Disclosure:
Interest Paid (net of capitalized amounts)
Income Taxes Paid (Received) $23 $502
Noncash Acquisitions Under Capital Leases
See Note to Consolidating Financial Statements on Page C-1
</TABLE>
<PAGE>
<TABLE>
APPALACHIAN POWER COMPANY, INC. AND SUBSIDIARY COMPANIES
CONSOLIDATING STATEMENT OF CASH FLOWS
Year Ended December 31, 1996
(in thousands)
<CAPTION>
JOURNAL ELIMINATIONS
APCo ENTRY AND COMBINED
CONSOLIDATED NUMBERS ADJUSTMENTS TOTAL
<S> <C> <C> <C> <C>
OPERATING ACTIVITIES:
Net Income (Loss) $133,689 8 ($539) $134,228
Adjustments for Noncash Items:
Depreciation and Amortization 134,381 11 (1) 134,382
Deferred Federal Income Taxes 592 11 (1) 593
Deferred Investment Tax Credits (5,602) (5,602)
Equity in Undistributed Earnings of Affiliated Companies 0 8 539 (539)
Changes in Certain Current Assets and Liabilities:
Accounts Receivable (net) (19,176) 9 744 (19,920)
Fuel, Materials and Supplies 15,583 15,583
Accrued Utility Revenues 13,235 13,235
Accounts Payable 3,668 9 (429) 4,097
Taxes Accrued (7,731) (7,731)
Other (net) 7,104 9,11 (312) 7,416
Net Cash Flows From (Used For) Operating Activities 275,743 1 275,742
INVESTING ACTIVITIES:
Construction Expenditures (191,815) (191,815)
Proceeds from Sales of Property and Other 1,933 11 (1) 1,934
Investment in Subsidiaries 0 10 (2,577) 2,577
Net Cash Flows From (Used For) Investing Activities (189,882) (2,578) (187,304)
FINANCING ACTIVITIES:
Capital Contributions From (Returned to) Parent 50,000 10 2,577 47,423
Issuance of Long-term Debt 273,340 273,340
Change in Short-term Debt (net) (64,825) (64,825)
Retirement of Cumulative Preferred Stock (25,904) (25,904)
Retirement of Long-term Debt (195,910) (195,910)
Dividends Paid on Common Stock (108,300) (108,300)
Dividends Paid on Cumulative Preferred Stock (15,666) (15,666)
Net Cash Flows From (Used For) Financing Activities (87,265) 2,577 (89,842)
Net Increase (Decrease) in Cash and Cash Equivalents (1,404) 0 (1,404)
Cash and Cash Equivalents January 1 8,664 8,664
Cash and Cash Equivalents December 31 $7,260 $0 $7,260
Supplemental Disclosure:
Interest Paid (net of capitalized amounts) $104,156 $104,156
Income Taxes Paid $82,194 $82,194
Noncash Acquisitions Under Capital Leases $15,308 $15,308
See Note to Consolidating Financial Statements on Page C-1
</TABLE>
<PAGE>
<TABLE>
APPALACHIAN POWER COMPANY, INC. AND SUBSIDIARY COMPANIES
CONSOLIDATING STATEMENT OF CASH FLOWS
Year Ended December 31, 1996
(in thousands)
<CAPTION>
APCo CeCCo CACCo SACCo WVPCo
<S> <C> <C> <C> <C> <C>
OPERATING ACTIVITIES:
Net Income (Loss) $133,689 ($310) $105 $738 $6
Adjustments for Noncash Items:
Depreciation and Amortization 133,439 77 866
Deferred Federal Income Taxes 1,154 (338) 92 (315)
Deferred Investment Tax Credits (5,602)
Equity in Undistributed Earnings of Affiliated Companies (539)
Changes in Certain Current Assets and Liabilities:
Accounts Receivable (net) (19,097) (470) (30) (324) 1
Fuel, Materials and Supplies 15,583
Accrued Utility Revenues 13,235
Accounts Payable 4,189 22 (134) 20
Taxes Accrued (7,613) (75) 16 (61) 2
Other (net) 5,285 2,309 (309) 131
Net Cash Flows From (Used For) Operating Activities 273,723 1,215 (260) 1,055 9
INVESTING ACTIVITIES:
Construction Expenditures (191,815)
Proceeds from Sales of Property and Other 1,934
Investment in Subsidiaries 2,577
Net Cash Flows From (Used For) Investing Activities (187,304) 0 0 0 0
FINANCING ACTIVITIES:
Capital Contributions From (Returned to) Parent 50,000 (1,000) (1,577)
Issuance of Long-term Debt 273,340
Change in Short-term Debt (net) (64,825)
Retirement of Cumulative Preferred Stock (25,904)
Retirement of Long-term Debt (195,910)
Dividends Paid on Common Stock (108,300)
Dividends Paid on Cumulative Preferred Stock (15,666)
Net Cash Flows From (Used For) Financing Activities (87,265)(1,000) 0 (1,577) 0
Net Increase (Decrease) in Cash and Cash Equivalents (846) 215 (260) (522) 9
Cash and Cash Equivalents January 1 7,145 176 511 617 215
Cash and Cash Equivalents December 31 $6,299 $391 $251 $95 $224
Supplemental Disclosure:
Interest Paid (net of capitalized amounts) $104,156
Income Taxes Paid $80,479 $959 ($67) $820 $3
Noncash Acquisitions Under Capital Leases $15,308
See Note to Consolidating Financial Statements on Page C-1
</TABLE>
<PAGE>
<TABLE>
COLUMBUS SOUTHERN POWER COMPANY, INC. AND SUBSIDIARY COMPANIES
CONSOLIDATING STATEMENT OF CASH FLOWS
Year Ended December 31, 1996
(in thousands)
<CAPTION>
JOURNAL ELIMINATIONS
CSPCo ENTRY AND COMBINED
CONSOLIDATED NUMBERS ADJUSTMENTS TOTAL
<S> <C> <C> <C> <C>
OPERATING ACTIVITIES:
Net Income $107,108 12 ($556) $107,664
Adjustments for Noncash Items:
Depreciation and Amortization 87,697 14 (1) 87,698
Deferred Federal Income Taxes (12,771) 14 1 (12,772)
Deferred Investment Tax Credits (3,909) 14 (1) (3,908)
Equity in Undistributed Earnings of Affiliated Companies 0 12 (44) 44
Amortization of Operating Expenses
and Carrying Charges (net) 32,152 32,152
Changes in Certain Current Assets and Liabilities:
Accounts Receivable (net) 2,850 13,14 378 2,472
Fuel, Materials and Supplies 5,558 14 1 5,557
Accrued Utility Revenues 8,563 8,563
Accounts Payable 2,799 13 (423) 3,222
Taxes Accrued 9,336 9,336
Other (net) 19,705 13,14 45 19,660
Net Cash Flows From (Used For) Operating Activities 259,088 (600) 259,688
INVESTING ACTIVITIES:
Construction Expenditures (92,667) (92,667)
Proceeds from Sale of Property and Other 2,956 2,956
Investment in Subsidiaries 0 0
Net Cash Flows Used For Investing Activities (89,711) 0 (89,711)
FINANCING ACTIVITIES:
Change in Short-term Debt (net) 17,475 17,475
Retirement of Cumulative Preferred Stock (7,500) (7,500)
Retirement of Long-term Debt (99,053) (99,053)
Dividends Paid on Common Stock (75,876) 12 600 (76,476)
Dividends Paid on Cumulative Preferred Stock (5,866) (5,866)
Net Cash Flows Used For Financing Activities (170,820) 600 (171,420)
Net Increase (Decrease) in Cash and Cash Equivalents (1,443) 0 (1,443)
Cash and Cash Equivalents January 1 10,577 10,577
Cash and Cash Equivalents December 31 $9,134 $0 $9,134
Supplemental Disclosure:
Interest Paid (net of capitalized amounts) $77,021 $77,021
Income Taxes Paid $76,298 $76,298
Noncash Acquisitions Under Capital Leases $14,247 $14,247
See Note to Consolidating Financial Statements on Page C-1
</TABLE>
<PAGE>
<TABLE>
COLUMBUS SOUTHERN POWER COMPANY, INC. AND SUBSIDIARY COMPANIES
CONSOLIDATING STATEMENT OF CASH FLOWS
Year Ended December 31, 1996
(in thousands)
<CAPTION>
CSPCo COLM CCPC Simco
<S> <C> <C> <C> <C>
OPERATING ACTIVITIES:
Net Income $107,108 $325 $70 $161
Adjustments for Noncash Items:
Depreciation and Amortization 87,567 27 104
Deferred Federal Income Taxes (12,776) 30 (26)
Deferred Investment Tax Credits (3,903) (5)
Equity in Undistributed Earnings of Affiliated Companies 44
Amortization of Operating Expenses
and Carrying Charges (net) 32,152
Changes in Certain Current Assets and Liabilities:
Accounts Receivable (net) 2,867 10 (409) 4
Fuel, Materials and Supplies 5,585 (28)
Accrued Utility Revenues 8,563
Accounts Payable 2,967 (17) 277 (5)
Taxes Accrued 9,307 (4) 33
Other (net) 19,545 103 22 (10)
Net Cash Flows From (Used For) Operating Activities 259,026 417 22 223
INVESTING ACTIVITIES:
Construction Expenditures (92,646) (21)
Proceeds from Sale of Property and Other 2,956
Investment in Subsidiaries
Net Cash Flows Used For Investing Activities (89,690) 0 (21) 0
FINANCING ACTIVITIES:
Change in Short-term Debt (net) 17,475
Retirement of Cumulative Preferred Stock (7,500)
Retirement of Long-term Debt (99,053)
Dividends Paid on Common Stock (75,876) (400) (200)
Dividends Paid on Cumulative Preferred Stock (5,866)
Net Cash Flows Used For Financing Activities (170,820) (400) 0 (200)
Net Increase (Decrease) in Cash and Cash Equivalents (1,484) 17 1 23
Cash and Cash Equivalents January 1 10,367 66 18 126
Cash and Cash Equivalents December 31 $8,883 $83 $19 $149
Supplemental Disclosure:
Interest Paid (net of capitalized amounts) $77,020 $1
Income Taxes Paid $75,976 $212 ($32) $142
Noncash Acquisitions Under Capital Leases $14,224 $23
See Note to Consolidating Financial Statements on Page C-1
</TABLE>
<PAGE>
<TABLE>
INDIANA MICHIGAN POWER COMPANY AND SUBSIDIARY COMPANIES
CONSOLIDATING STATEMENT OF INCOME
Year Ended December 31, 1996
(in thousands)
<CAPTION>
JOURNAL ELIMINATIONS
I&M ENTRY AND COMBINED
CONSOLIDATED NUMBER ADJUSTMENTS TOTAL
<S> <C> <C> <C> <C>
Operating Revenues $1,328,493 $1,328,493
Operating Expenses:
Fuel and Purchased Power 374,924 374,924
Other Operation 310,513 310,513
Maintenance 115,300 115,300
Depreciation and Amortization 156,081 156,081
Taxes Other Than Federal Income Taxes 73,729 73,729
Federal Income Taxes 77,529 77,529
Total Operating Expenses 1,108,076 1,108,076
Operating Income 220,417 220,417
Nonoperating Income:
Equity in Earnings of Subsidiary Companies 0 13 ($957) 957
Other Nonoperating Income 2,729 2,729
Total Nonoperating Income 2,729 (957) 3,686
Income Before Interest Charges and
Preferred Dividends 223,146 (957) 224,103
Interest Charges (net) 65,993 65,993
Preferred Stock Dividend Requirements 10,681 10,681
Earnings Applicable to Common Stock $146,472 ($957) $147,429
See Note to Consolidating Financial Statements on Page C-1.
</TABLE>
<PAGE>
<TABLE>
INDIANA MICHIGAN POWER COMPANY AND SUBSIDIARY COMPANIES
CONSOLIDATING STATEMENT OF INCOME
Year Ended December 31, 1996
(in thousands)
<CAPTION>
I&M BHCCo PRCCo
<S> <C> <C> <C>
Operating Revenues $1,328,493
Operating Expenses:
Fuel and Purchased Power 374,924
Other Operation 310,513
Maintenance 115,300
Depreciation and Amortization 156,081
Taxes Other Than Federal Income Taxes 73,729
Federal Income Taxes 77,529
Total Operating Expenses 1,108,076 $0 $0
Operating Income 220,417 0 0
Nonoperating Income:
Equity in Earnings of Subsidiary Companies 957
Other Nonoperating Income 1,772 957
Total Nonoperating Income 2,729 957 0
Income Before Interest Charges and
Preferred Dividends 223,146 957 0
Interest Charges (net) 65,993
Preferred Stock Dividend Requirements 10,681
Earnings Applicable to Common Stock $146,472 $957 $0
See Note to Consolidating Financial Statements on Page C-1.
</TABLE>
<PAGE>
<TABLE>
OHIO POWER COMPANY, INC. AND SUBSIDIARY COMPANIES
CONSOLIDATING STATEMENT OF CASH FLOWS
Year Ended December 31, 1996
(in thousands)
<CAPTION>
JOURNAL ELIMINATIONS
OPCo ENTRY AND COMBINED
CONSOLIDATED NUMBERS ADJUSTMENTS TOTAL
<S> <C> <C> <C> <C>
OPERATING ACTIVITIES:
Net Income $217,655 18 ($12,844) $230,499
Adjustments for Noncash Items:
Depreciation and Amortization 164,485 164,485
Deferred Federal Income Taxes 18,682 21 (1) 18,683
Deferred Investment Tax Credits (3,552) (3,552)
Equity in Undistributed Earnings of Affiliated Companies 0 18,21 2,087 (2,087)
Changes in Certain Current Assets and Liabilities:
Accounts Receivable (net) (32,008) 19 19,102 (51,110)
Fuel, Materials and Supplies 18,151 21 (2) 18,153
Accrued Utility Revenues 1,248 1,248
Accounts Payable (13,181) 19 (19,288) 6,107
Taxes Accrued 1,368 1,368
Other (net) (1,247) 19,20,21 1,690 (2,937)
Net Cash Flows From (Used for) Operating Activities 371,601 (9,256) 380,857
INVESTING ACTIVITIES:
Construction Expenditures (113,481) (113,481)
Proceeds from Sales of Property and Other 8,756 21 (1) 8,757
Investment in Subsidiaries 0 20 (42,320) 42,320
Net Cash Flows From (Used for) Investing Activities (104,725) (42,321) (62,404)
FINANCING ACTIVITIES:
Change in Short-term Debt (net) 31,902 31,902
Retirement of Cumulative Preferred Stock (6,788) (6,788)
Retirement of Long-term Debt (160,486) (160,486)
Return of Capital Contributions to Parent Company 0 20,21 40,821 (40,821)
Dividends Paid on Common Stock (142,856) 18 10,756 (153,612)
Dividends Paid on Cumulative Preferred Stock (8,645) (8,645)
Net Cash Flows From (Used For) Financing Activities (286,873) 51,577 (338,450)
Net Increase (Decrease) in Cash and Cash Equivalents (19,997) 0 (19,997)
Cash and Cash Equivalents January 1 44,000 44,000
Cash and Cash Equivalents December 31 $24,003 $0 $24,003
Supplemental Disclosure:
Interest Paid (net of capitalized amounts) $85,769 21,22 ($224) $85,993
Income Taxes Paid $105,035 $105,035
Noncash Acquisitions Under Capital Leases $30,942 $30,942
See Note to Consolidating Financial Statements on Page C-1
</TABLE>
<PAGE>
<TABLE>
OHIO POWER COMPANY, INC. AND SUBSIDIARY COMPANIES
CONSOLIDATING STATEMENT OF CASH FLOWS
Year Ended December 31, 1996
(in thousands)
<CAPTION>
OPCo COCCo SOCCo WCCo
<S> <C> <C> <C> <C>
OPERATING ACTIVITIES:
Net Income $217,655 $1,803 $9,678 $1,363
Adjustments for Noncash Items:
Depreciation and Amortization 137,843 4,890 16,962 4,790
Deferred Federal Income Taxes 30,504 (3,536) (4,740) (3,545)
Deferred Investment Tax Credits (3,552)
Equity in Undistributed Earnings of Affiliated Companies (2,087)
Changes in Certain Current Assets and Liabilities:
Accounts Receivable (net) (29,583) (1,821) (17,734) (1,972)
Fuel, Materials and Supplies 17,419 880 (129) (17)
Accrued Utility Revenues 1,248
Accounts Payable 6,749 1,024 (853) (813)
Taxes Accrued 637 980 (151) (98)
Other (net) (37,530) 15,029 14,376 5,188
Net Cash Flows From (Used for) Operating Activities 339,303 19,249 17,409 4,896
INVESTING ACTIVITIES:
Construction Expenditures (112,732) (280) (401) (68)
Proceeds from Sales of Property and Other 8,738 1 13 5
Investment in Subsidiaries 42,320
Net Cash Flows From (Used for) Investing Activities (61,674) (279) (388) (63)
FINANCING ACTIVITIES:
Change in Short-term Debt (net) 31,902 - -
Retirement of Cumulative Preferred Stock (6,788) - - -
Retirement of Long-term Debt (149,994) (1,604) (8,319) (569)
Return of Capital Contributions to Parent Company (19,962) (20,859) -
Dividends Paid on Common Stock (142,856) (1,603) (8,813) (340)
Dividends Paid on Cumulative Preferred Stock (8,645)
Net Cash Flows From (Used For) Financing Activities (276,381) (23,169) (37,991) (909)
Net Increase (Decrease) in Cash and Cash Equivalents 1,248 (4,199) (20,970) 3,924
Cash and Cash Equivalents January 1 4,755 12,697 26,535 13
Cash and Cash Equivalents December 31 $6,003 $8,498 $5,565 $3,937
Supplemental Disclosure:
Interest Paid (net of capitalized amounts) $80,298 $53 $5,629 $13
Income Taxes Paid $78,997 $4,352 $16,380 $5,306
Noncash Acquisitions Under Capital Leases $20,961 $527 $9,163 $291
See Note to Consolidating Financial Statements on Page C-1
</TABLE>
<PAGE>
<TABLE>
AMERICAN ELECTRIC POWER COMPANY, INC.
AND SUBSIDIARY COMPANIES
CONSOLIDATING STATEMENT OF RETAINED EARNINGS
DECEMBER 31, 1996
(in thousands)
<CAPTION>
JOURNAL ELIMINATIONS
AEP ENTRY AND COMBINED APCO
CONSOLIDATED NUMBERS ADJUSTMENTS TOTAL AEP CONSOLIDATED
<S> <C> <C> <C> <C> <C> <C>
Retained Earnings January 1 $1,409,645 ($1,121,220) $2,530,865 $1,409,645 $199,021
Net Income 587,430 A (636,299) 1,223,729 587,430 133,689
1,997,075 (1,757,519) 3,754,594 1,997,075 332,710
Deductions:
Cash Dividends Declared on Common Stock:
American Electric Power Company, Inc.
($2.40 per Share) 449,353 449,353 449,353
Subsidiary Companies 0 B (477,768) 477,768 108,300
Cash Dividends Declared on Cumulative
Preferred Stocks 0 B (39,499) 39,499 15,199
Other (24) C (1,903) 1,879 (24) 739
Retained Earnings December 31 $1,547,746 C ($1,238,349) $2,786,095 $1,547,746 $208,472
See Note to Consolidating Financial Statements on Page C-1.
A See Consolidating Statement of Income.
B See Consolidating Statement of Cash Flows.
C See Consolidating Balance Sheet.
</TABLE>
<PAGE>
<TABLE>
AMERICAN ELECTRIC POWER COMPANY, INC.
AND SUBSIDIARY COMPANIES
CONSOLIDATING STATEMENT OF RETAINED EARNINGS
DECEMBER 31, 1996
(in thousands)
<CAPTION>
CSPCo I&M OPCo
CONSOLIDATED CONSOLIDATED KEPCo KGPCo CONSOLIDATED WPCo
<S> <C> <C> <C> <C> <C> <C>
Retained Earnings January 1 $74,320 $235,107 $91,381 $7,068 $518,029 $6,569
Net Income 107,108 157,153 16,973 2,627 217,655 1,855
181,428 392,260 108,354 9,695 735,684 8,424
Deductions:
Cash Dividends Declared on Common Stock:
American Electric Power Company, Inc.
($2.40 per Share)
Subsidiary Companies 75,876 112,508 24,264 2,088 142,856 2,376
Cash Dividends Declared on Cumulative
Preferred Stocks 5,688 9,967 8,645
Other 282 714 168
Retained Earnings December 31 $99,582 $269,071 $84,090 $7,607 $584,015 $6,048
See Note to Consolidating Financial Statements on Page C-1.
A See Consolidating Statement of Income.
B See Consolidating Statement of Cash Flows.
C See Consolidating Balance Sheet.
</TABLE>
<PAGE>
<TABLE>
AMERICAN ELECTRIC POWER COMPANY, INC.
AND SUBSIDIARY COMPANIES
CONSOLIDATING STATEMENT OF RETAINED EARNINGS
DECEMBER 31, 1996
(in thousands)
<CAPTION>
AEPR
AEPESVC AEGCo AEPINV CONSOLIDATED AEPESOL AEPSC AEPC
<S> <C> <C> <C> <C> <C> <C> <C>
Retained Earnings January 1 ($3,674) $1,955 ($8,401) ($347)
Net Income 563 9,431 (433) (7,118) ($2,981) ($224)
(3,111) 11,386 (8,834) (7,465) (2,981) $0 (224)
Deductions:
Cash Dividends Declared on Common Stock:
American Electric Power Company, Inc.
($2.40 per Share)
Subsidiary Companies 9,500
Cash Dividends Declared on Cumulative
Preferred Stocks
Other
Retained Earnings December 31 ($3,111) $1,886 ($8,834) ($7,465) ($2,981) $0 ($224)
See Note to Consolidating Financial Statements on Page C-1.
A See Consolidating Statement of Income.
B See Consolidating Statement of Cash Flows.
C See Consolidating Balance Sheet.
</TABLE>
<PAGE>
<TABLE>
AMERICAN ELECTRIC POWER COMPANY, INC.
AND SUBSIDIARY COMPANIES
CONSOLIDATING STATEMENT OF RETAINED EARNINGS
DECEMBER 31, 1996
(in thousands)
<CAPTION>
CCCo COpCo FRECo IFRI
<S> <C> <C> <C> <C>
Retained Earnings January 1 $172 $20
Net Income 1
0 173 20 0
Deductions:
Cash Dividends Declared on Common Stock:
American Electric Power Company, Inc.
($2.40 per Share)
Subsidiary Companies
Cash Dividends Declared on Cumulative
Preferred Stocks
Other
Retained Earnings December 31 $0 $173 $20 $0
See Note to Consolidating Financial Statements on Page C-1.
A See Consolidating Statement of Income.
B See Consolidating Statement of Cash Flows.
C See Consolidating Balance Sheet.
</TABLE>
<PAGE>
<TABLE>
APPALACHIAN POWER COMPANY, INC. AND SUBSIDIARY COMPANIES
CONSOLIDATING STATEMENT OF RETAINED EARNINGS
YEAR ENDED DECEMBER 31, 1996
(in thousands)
<CAPTION>
JOURNAL ELIMINATIONS
APCo ENTRY AND COMBINED
CONSOLIDATED NUMBERS ADJUSTMENTS TOTAL APCo
<S> <C> <C> <C> <C> <C>
Retained Earnings January 1 $199,021 $8,342 $190,679 $199,021
Net Income 133,689 A (539) 134,228 133,689
332,710 7,803 324,907 332,710
Deductions:
Cash Dividends Declared on Common Stock 108,300 B 108,300 108,300
Cash Dividends Declared on Cumulative
Preferred Stocks 15,199 15,199 15,199
Other 739 739 739
Retained Earnings December 31 $208,472 C $7,803 $200,669 $208,472
See Note to Consolidating Financial Statements on Page C-1.
A See Consolidating Statement of Income.
B See Consolidating Statement of Cash Flows.
C See Consolidating Balance Sheet.
</TABLE>
<PAGE>
<TABLE>
APPALACHIAN POWER COMPANY, INC. AND SUBSIDIARY COMPANIES
CONSOLIDATING STATEMENT OF RETAINED EARNINGS
YEAR ENDED DECEMBER 31, 1996
(in thousands)
<CAPTION>
CeCCo CACCo SACCo WVPCo
<S> <C> <C> <C> <C>
Retained Earnings January 1 ($3,713) ($390) ($4,272) $33
Net Income (310) 105 738 6
(4,023) (285) (3,534) 39
Deductions:
Cash Dividends Declared on Common Stock
Cash Dividends Declared on Cumulative
Preferred Stocks
Other
Retained Earnings December 31 ($4,023) ($285) ($3,534) $39
See Note to Consolidating Financial Statements on Page C-1.
A See Consolidating Statement of Income.
B See Consolidating Statement of Cash Fl
C See Consolidating Balance Sheet.
</TABLE>
<PAGE>
<TABLE>
COLUMBUS SOUTHERN POWER COMPANY, INC. AND SUBSIDIARY COMPANIES
CONSOLIDATING STATEMENT OF RETAINED EARNINGS
YEAR ENDED DECEMBER 31, 1996
(in thousands)
<CAPTION>
JOURNAL ELIMINATIONS
CSPCo ENTRY AND COMBINED
CONSOLIDATED NUMBERS ADJUSTMENTS TOTAL CSPCo
<S> <C> <C> <C> <C> <C>
Retained Earnings January 1 $74,320 ($2,071) $76,391 $74,320
Net Income 107,108 A (556) 107,664 107,108
181,428 (2,627) 184,055 181,428
Deductions:
Cash Dividends Declared on Common Stock 75,876 B (600) 76,476 75,876
Cash Dividends Declared on Cumulative
Preferred Stocks 5,688 5,688 5,688
Other 282 282 282
Retained Earnings December 31 $99,582 C ($2,027) $101,609 $99,582
See Note to Consolidating Financial Statements on Page C-1.
A See Consolidating Statement of Income.
B See Consolidating Statement of Cash Flows.
C See Consolidating Balance Sheet.
</TABLE>
<PAGE>
<TABLE>
COLUMBUS SOUTHERN POWER COMPANY, INC. AND SUBSIDIARY COMPANIES
CONSOLIDATING STATEMENT OF RETAINED EARNINGS
YEAR ENDED DECEMBER 31, 1996
(in thousands)
<CAPTION>
COLM CCPC Simco
<S> <C> <C> <C>
Retained Earnings January 1 $1,230 $680 $161
Net Income 325 70 161
1,555 750 322
Deductions:
Cash Dividends Declared on Common Stock 400 200
Cash Dividends Declared on Cumulative
Preferred Stocks
Other
Retained Earnings December 31 $1,155 $750 $122
See Note to Consolidating Financial Statements on Page C-1.
A See Consolidating Statement of Income.
B See Consolidating Statement of Cash Flows.
C See Consolidating Balance Sheet.
</TABLE>
<PAGE>
<TABLE>
INDIANA MICHIGAN POWER COMPANY, INC. AND SUBSIDIARY COMPANIES
CONSOLIDATING STATEMENT OF RETAINED EARNINGS
YEAR ENDED DECEMBER 31, 1996
(in thousands)
<CAPTION>
JOURNAL ELIMINATIONS
I&M ENTRY AND COMBINED
CONSOLIDATED NUMBERS ADJUSTMENTS TOTAL I&M BHCCo PRCCo
<S> <C> <C> <C> <C> <C> <C> <C>
Retained Earnings January 1 $235,107 ($13,299)$248,406 $235,107 $13,299 $0
Net Income 157,153 A (957) 158,110 157,153 957
392,260 (14,256) 406,516 392,260 14,256 0
Deductions:
Cash Dividends Declared on Common Stock 112,508 B 0 112,508 112,508 0
Cash Dividends Declared on Cumulative
Preferred Stocks 9,967 9,967 9,967
Other 714 714 714
Retained Earnings December 31 $269,071 C ($14,256)$283,327 $269,071 $14,256 $0
See Note to Consolidating Financial Statements on Page C-1.
A See Consolidating Statement of Income.
B See Consolidating Statement of Cash Flows.
C See Consolidating Balance Sheet.
</TABLE>
<PAGE>
<TABLE>
OHIO POWER COMPANY, INC. AND SUBSIDIARY COMPANIES
CONSOLIDATING STATEMENT OF RETAINED EARNINGS
YEAR ENDED DECEMBER 31, 1996
(in thousands)
<CAPTION>
JOURNAL ELIMINATIONS
OPCo ENTRY AND COMBINED
CONSOLIDATED NUMBERS ADJUSTMENTS TOTAL OPCo
<S> <C> <C> <C> <C> <C>
Retained Earnings January 1 $518,029 ($23,444)$541,473 $518,029
Net Income 217,655 A (12,844) 230,499 217,655
735,684 (36,288) 771,972 735,684
Deductions:
Cash Dividends Declared on Common Stock 142,856 B (10,756) 153,612 142,856
Cash Dividends Declared on Cumulative
Preferred Stocks 8,645 8,645 8,645
Other 168 168 168
Retained Earnings December 31 $584,015 C ($25,532)$609,547 $584,015
See Note to Consolidating Financial Statements on Page C-1.
A See Consolidating Statement of Income.
B See Consolidating Statement of Cash Flows.
C See Consolidating Balance Sheet.
</TABLE>
<PAGE>
<TABLE>
OHIO POWER COMPANY, INC. AND SUBSIDIARY COMPANIES
CONSOLIDATING STATEMENT OF RETAINED EARNINGS
YEAR ENDED DECEMBER 31, 1996
(in thousands)
<CAPTION>
COCCo SOCCo WCCo
<S> <C> <C> <C>
Retained Earnings January 1 $0 $23,199 $245
Net Income 1,803 9,678 1,363
1,803 32,877 1,608
Deductions:
Cash Dividends Declared on Common Stock 1,603 8,813 340
Cash Dividends Declared on Cumulative
Preferred Stocks
Other
Retained Earnings December 31 $200 $24,064 $1,268
See Note to Consolidating Financial Statements on Page C-1.
A See Consolidating Statement of Income.
B See Consolidating Statement of Cash Flows.
C See Consolidating Balance Sheet.
</TABLE>
<PAGE>
Note to Consolidating Financial Statements.
Notes to financial statements are incorporated herein by reference
to the 1996 Annual Report on Form 10-K filed by the respective
companies reporting to the Securities and Exchange Commission
pursuant to Section 13 or 15(d) of the Securities Exchange Act of
1934.
C-1
<PAGE>
CARDINAL OPERATING COMPANY
STATEMENT OF INCOME AND RETAINED EARNINGS
YEAR ENDED DECEMBER 31, 1996
(in thousands)
OPERATING EXPENSES:
Fuel. . . . . . . . . . . . . . . . . . . . . . . . . $150,704
Other Operation . . . . . . . . . . . . . . . . . . . 13,750
Maintenance . . . . . . . . . . . . . . . . . . . . . 25,503
Taxes Other Than Federal Income Taxes . . . . . . . . 1,037
TOTAL OPERATING EXPENSES. . . . . . . . . . . $190,994
REIMBURSED BY:
Ohio Power Company. . . . . . . . . . . . . . . . . . $ 80,198
Buckeye Power, Inc. . . . . . . . . . . . . . . . . . 110,796
TOTAL . . . . . . . . . . . . . . . . . . . . $190,994
RETAINED EARNINGS . . . . . . . . . . . . . . . . . . . None
D-1
<PAGE>
CARDINAL OPERATING COMPANY
BALANCE SHEET
DECEMBER 31, 1996
(in thousands)
ASSETS
INVESTMENTS . . . . . . . . . . . . . . . . . . . . . . $ 3
CURRENT ASSETS:
Cash and Cash Equivalents . . . . . . . . . . . . . . 21
Accounts Receivable:
Affiliated Companies. . . . . . . . . . . . . . . . 25,241
Miscellaneous . . . . . . . . . . . . . . . . . . . 103
Other . . . . . . . . . . . . . . . . . . . . . . . . 128
TOTAL CURRENT ASSETS. . . . . . . . . . . . . 25,493
DEFERRED CHARGES:
Other Work in Progress. . . . . . . . . . . . . . . . 3,876
Other . . . . . . . . . . . . . . . . . . . . . . . . 1,376
TOTAL DEFERRED CHARGES. . . . . . . . . . . . 5,252
TOTAL . . . . . . . . . . . . . . . . . . . $30,748
CAPITALIZATION AND LIABILITIES
CAPITALIZATION:
Common Stock - Par Value $1:
Authorized - 500 Shares
Outstanding - 500 Shares. . . . . . . . . . . . . . $ 1
Advances from Affiliated Companies. . . . . . . . . . 400
TOTAL CAPITALIZATION. . . . . . . . . . . . . 401
OTHER NONCURRENT LIABILITIES. . . . . . . . . . . . . . 2,743
CURRENT LIABILITIES:
Accounts Payable:
General . . . . . . . . . . . . . . . . . . . . . . 14,717
Affiliated Companies. . . . . . . . . . . . . . . . 10,897
Other . . . . . . . . . . . . . . . . . . . . . . . . 1,989
TOTAL CURRENT LIABILITIES . . . . . . . . . . 27,603
DEFERRED CREDITS. . . . . . . . . . . . . . . . . . . . 1
TOTAL . . . . . . . . . . . . . . . . . . . $30,748
D-2
<PAGE>
CARDINAL OPERATING COMPANY
STATEMENT OF CASH FLOWS
YEAR ENDED DECEMBER 31, 1996
(in thousands)
OPERATING ACTIVITIES:
Net Income. . . . . . . . . . . . . . . . . . . . . . $ -
Changes in Certain Current Assets and Liabilities:
Accounts Receivable . . . . . . . . . . . . . . . . (349)
Materials and Supplies. . . . . . . . . . . . . . . (3)
Accounts Payable. . . . . . . . . . . . . . . . . . 4,415
Increase in Other Work in Progress. . . . . . . . . . (2,163)
Other (net) . . . . . . . . . . . . . . . . . . . . . (1,897)
Net Cash Flows From Operating Activities . . . . . 3
Net Increase in Cash and Cash Equivalents . . . . . . 3
Cash and Cash Equivalents January 1 . . . . . . . . . 18
Cash and Cash Equivalents December 31 . . . . . . . . $ 21
D-3
<PAGE>
INDIANA-KENTUCKY ELECTRIC CORPORATION
STATEMENT OF INCOME AND RETAINED EARNINGS
YEAR ENDED DECEMBER 31, 1996
(in thousands)
OPERATING REVENUES. . . . . . . . . . . . . . . . . . . $158,983
OPERATING EXPENSES:
Fuel. . . . . . . . . . . . . . . . . . . . . . . . . 117,246
Other Operation . . . . . . . . . . . . . . . . . . . 16,213
Maintenance . . . . . . . . . . . . . . . . . . . . . 16,511
Depreciation. . . . . . . . . . . . . . . . . . . . . 5,683
Taxes Other Than Federal Income Taxes . . . . . . . . 3,387
TOTAL OPERATING EXPENSES. . . . . . . . . . . 159,040
OPERATING LOSS. . . . . . . . . . . . . . . . . . . . . (57)
NONOPERATING INCOME . . . . . . . . . . . . . . . . . . 59
INCOME BEFORE INTEREST CHARGES. . . . . . . . . . . . . 2
INTEREST CHARGES. . . . . . . . . . . . . . . . . . . . 2
NET INCOME AND RETAINED EARNINGS. . . . . . . . . . . . None
D-4
<PAGE>
INDIANA-KENTUCKY ELECTRIC CORPORATION
BALANCE SHEET
DECEMBER 31, 1996
(in thousands)
ASSETS
ELECTRIC UTILITY PLANT:
Electric Plant (at cost). . . . . . . . . . . . . . . $386,770
Construction Work in Progress . . . . . . . . . . . . 4,702
Total Electric Utility Plant. . . . . . . . . 391,472
Accumulated Depreciation and Amortization . . . . . . 319,262
NET ELECTRIC UTILITY PLANT. . . . . . . . . . 72,210
CURRENT ASSETS:
Cash and Cash Equivalents . . . . . . . . . . . . . . 573
Accounts Receivable . . . . . . . . . . . . . . . . . 63
Coal in Storage - at average cost . . . . . . . . . . 11,448
Coal Sold Under Agreement to Repurchase . . . . . . . 11,000
Materials and Supplies - at average cost. . . . . . . 8,474
Prepayments and Other . . . . . . . . . . . . . . . . 582
TOTAL CURRENT ASSETS. . . . . . . . . . . . . 32,140
FUTURE FEDERAL INCOME TAX BENEFITS. . . . . . . . . . . 51,005
REGULATORY ASSETS . . . . . . . . . . . . . . . . . . . 22,733
DEFERRED CHARGES. . . . . . . . . . . . . . . . . . . . 4,702
TOTAL . . . . . . . . . . . . . . . . . . . $182,790
CAPITALIZATION AND LIABILITIES
CAPITALIZATION:
Common Stock, No Par Value
Authorized - 100,000 Shares
Outstanding - 17,000 Shares . . . . . . . . . . . . $ 3,400
CURRENT LIABILITIES:
Accounts Payable. . . . . . . . . . . . . . . . . . . 12,311
Coal Repurchase Obligation. . . . . . . . . . . . . . 11,000
Taxes Accrued . . . . . . . . . . . . . . . . . . . . 2,721
Interest Accrued and Other. . . . . . . . . . . . . . 1,964
TOTAL CURRENT LIABILITIES . . . . . . . . . . 27,996
AMOUNTS DUE TO CUSTOMERS FOR FEDERAL INCOME TAXES . . . 51,005
POSTRETIREMENT BENEFIT OBLIGATION . . . . . . . . . . . 17,324
ADVANCES FROM PARENT COMPANY FOR CONSTRUCTION . . . . . 70,549
DEFERRED CREDITS. . . . . . . . . . . . . . . . . . . . 12,516
TOTAL . . . . . . . . . . . . . . . . . . . $182,790
D-5
<PAGE>
INDIANA-KENTUCKY ELECTRIC CORPORATION
STATEMENT OF CASH FLOWS
YEAR ENDED DECEMBER 31, 1996
(in thousands)
OPERATING ACTIVITIES:
Net Income. . . . . . . . . . . . . . . . . . . . . . $ -
Adjustments for Noncash Items:
Depreciation. . . . . . . . . . . . . . . . . . . . 5,683
Changes in Certain Current Assets and Liabilities:
Accounts Receivable . . . . . . . . . . . . . . . 293
Coal, Materials and Supplies. . . . . . . . . . . (1,157)
Accounts Payable. . . . . . . . . . . . . . . . . 1,819
Other (net) . . . . . . . . . . . . . . . . . . . . (544)
Net Cash Flows From Operating Activities . . . . 6,094
INVESTING ACTIVITIES:
Construction Expenditures . . . . . . . . . . . . . . (1,323)
Reimbursement for Plant Replacements and
Additional Facilities. . . . . . . . . . . . . . . . 1,107
Advances Returned to Parent . . . . . . . . . . . . . (5,683)
Net Cash Flows Used For Investing Activities . . (5,899)
Net Increase in Cash and Cash Equivalents . . . . . . 195
Cash and Cash Equivalents January 1 . . . . . . . . . 378
Cash and Cash Equivalents December 31 . . . . . . . . $ 573
Supplemental Disclosure:
Interest Paid (net of capitalized amounts). . . . . . $743
D-6
<PAGE>
OHIO VALLEY ELECTRIC CORPORATION
STATEMENT OF INCOME
YEAR ENDED DECEMBER 31, 1996
(in thousands)
OPERATING REVENUES. . . . . . . . . . . . . . . . . . . $312,723
OPERATING EXPENSES:
Fuel. . . . . . . . . . . . . . . . . . . . . . . . . 94,698
Purchased Power . . . . . . . . . . . . . . . . . . . 171,033
Other Operation . . . . . . . . . . . . . . . . . . . 19,986
Maintenance . . . . . . . . . . . . . . . . . . . . . 16,942
Taxes Other Than Federal Income Taxes . . . . . . . . 5,045
Federal Income Tax Credit . . . . . . . . . . . . . . (332)
TOTAL OPERATING EXPENSES. . . . . . . . . . . 307,372
OPERATING INCOME. . . . . . . . . . . . . . . . . . . . 5,351
NONOPERATING INCOME . . . . . . . . . . . . . . . . . . 2,314
INCOME BEFORE INTEREST CHARGES. . . . . . . . . . . . . 7,665
INTEREST CHARGES. . . . . . . . . . . . . . . . . . . . 5,350
NET INCOME. . . . . . . . . . . . . . . . . . . . . . . $ 2,315
OHIO VALLEY ELECTRIC CORPORATION
STATEMENT OF RETAINED EARNINGS
YEAR ENDED DECEMBER 31, 1996
(in thousands)
RETAINED EARNINGS JANUARY 1 . . . . . . . . . . . . . . $1,606
NET INCOME. . . . . . . . . . . . . . . . . . . . . . . 2,315
CASH DIVIDENDS DECLARED . . . . . . . . . . . . . . . . 1,490
RETAINED EARNINGS DECEMBER 31 . . . . . . . . . . . . . $2,431
D-7
<PAGE>
OHIO VALLEY ELECTRIC CORPORATION
BALANCE SHEET
DECEMBER 31, 1996
(in thousands)
ASSETS
ELECTRIC UTILITY PLANT:
Electric Plant (at cost). . . . . . . . . . . . . . . $269,307
Construction Work in Progress . . . . . . . . . . . . 3,595
Total Electric Utility Plant. . . . . . . . . 272,902
Accumulated Depreciation and Amortization . . . . . . 265,770
NET ELECTRIC UTILITY PLANT. . . . . . . . . . 7,132
INVESTMENTS AND OTHER . . . . . . . . . . . . . . . . . 73,949
CURRENT ASSETS:
Cash and Cash Equivalents . . . . . . . . . . . . . . 2,436
Accounts Receivable . . . . . . . . . . . . . . . . . 21,460
Coal in Storage - at average cost . . . . . . . . . . 6,964
Coal Sold Under Agreement to Repurchase . . . . . . . 8,000
Materials and Supplies - at average cost. . . . . . . 10,334
Prepayments and Other . . . . . . . . . . . . . . . . 6,012
TOTAL CURRENT ASSETS. . . . . . . . . . . . . 55,206
FUTURE FEDERAL INCOME TAX BENEFITS. . . . . . . . . . . 9,656
REGULATORY ASSETS . . . . . . . . . . . . . . . . . . . 23,157
DEFERRED CHARGES. . . . . . . . . . . . . . . . . . . . 586
TOTAL . . . . . . . . . . . . . . . . . . . $169,686
D-8
<PAGE>
OHIO VALLEY ELECTRIC CORPORATION
BALANCE SHEET
DECEMBER 31, 1996
(in thousands)
CAPITALIZATION AND LIABILITIES
SHAREHOLDERS' EQUITY:
Common Stock - Par Value $100:
Authorized - 300,000 Shares
Outstanding - 100,000 Shares. . . . . . . . . . . . $ 10,000
Retained Earnings . . . . . . . . . . . . . . . . . . 2,431
Total Shareowners' Equity . . . . . . . . . . 12,431
Long-term Debt - Notes Payable. . . . . . . . . . . . 64,666
TOTAL CAPITALIZATION. . . . . . . . . . . . . 77,097
CURRENT LIABILITIES:
Long-term Debt Due Within One Year. . . . . . . . . . 14,561
Coal Purchase Obligation. . . . . . . . . . . . . . . 8,000
Accounts Payable. . . . . . . . . . . . . . . . . . . 10,644
Taxes Accrued . . . . . . . . . . . . . . . . . . . . 7,388
Interest Accrued and Other. . . . . . . . . . . . . . 2,483
TOTAL CURRENT LIABILITIES . . . . . . . . . . 43,076
INVESTMENT TAX CREDITS. . . . . . . . . . . . . . . . . 10,610
POSTRETIREMENT BENEFIT OBLIGATION . . . . . . . . . . . 17,741
AMOUNTS DUE TO CUSTOMERS FOR FEDERAL INCOME TAXES . . . 10,989
OTHER REGULATORY LIABILITIES AND DEFERRED CREDITS . . . 10,173
TOTAL . . . . . . . . . . . . . . . . . . . $169,686
D-9
<PAGE>
OHIO VALLEY ELECTRIC CORPORATION
STATEMENT OF CASH FLOWS
YEAR ENDED DECEMBER 31, 1996
(in thousands)
OPERATING ACTIVITIES:
Net Income. . . . . . . . . . . . . . . . . . . . . . $ 2,315
Adjustments for Noncash Items:
Future Federal Income Tax Benefits. . . . . . . . . 253
Changes in Certain Current Assets and Liabilities:
Accounts Receivable . . . . . . . . . . . . . . . 392
Coal, Materials and Supplies. . . . . . . . . . . (2,917)
Accounts Payable. . . . . . . . . . . . . . . . . 4,332
Other (net) . . . . . . . . . . . . . . . . . . . . (4,002)
Net Cash Flows From Operating Activities . . . . 373
INVESTING ACTIVITIES:
Construction Expenditures . . . . . . . . . . . . . . (1,925)
Reimbursement for Plant Replacements and
Additional Facilities. . . . . . . . . . . . . . . . 1,643
Advances Returned from Subsidiary . . . . . . . . . . 5,683
Net Cash Flows From Investing Activities . . . . 5,401
FINANCING ACTIVITIES:
Special Funds Held by Trustees. . . . . . . . . . . . 1,933
Retirement of Long-term Debt. . . . . . . . . . . . . (6,183)
Coal Repurchase Obligation. . . . . . . . . . . . . . (2,000)
Dividends Paid. . . . . . . . . . . . . . . . . . . . (1,490)
Net Cash Flows Used For Financing Activities . . (7,740)
Net Decrease in Cash and Cash Equivalents . . . . . . (1,966)
Cash and Cash Equivalents January 1 . . . . . . . . . 4,402
Cash and Cash Equivalents December 31 . . . . . . . . $ 2,436
Supplemental Disclosure:
Interest Paid (net of capitalized amounts). . . . . . $5,938
Income Taxes Paid . . . . . . . . . . . . . . . . . . $1,631
D-10
<PAGE>
EXHIBIT A
Incorporation By Reference
Form 10K
Annual Report
Year File Number
AEP 1996 1-3525
AEGCo 1996 0-18135
APCo 1996 1-3457
CSPCo 1996 1-2680
I&M 1996 1-3570
KEPCo 1996 1-6858
OPCo 1996 1-6543
E
<PAGE>
SIGNATURE
The undersigned system company has duly caused this annual
report to be signed on its behalf by the undersigned, thereunto duly
authorized, pursuant to the requirements of the Public Utility Holding
Company Act of 1935.
AMERICAN ELECTRIC POWER COMPANY, INC.
By /s/ G. P. Maloney
G. P. Maloney
Vice President
April 29, 1997
<PAGE>
EXHIBIT INDEX
EXHIBIT B & C
The following exhibits have been filed with the Commission and,
pursuant to 17 C.F.R.<section>229.10(d) and <section>240.12b-32, are
incorporated herein by reference to the documents indicated in brackets
following the descriptions of such exhibits. Certain of the following
exhibits, designated with an asterisk (*), were filed with the Form 10-K
Annual Report for 1996 and are also incorporated by reference.
Exhibit Number Description
- -------------- -----------
AEGCo
3(a) -- Copy of Articles of Incorporation of AEGCo
[Registration Statement on Form 10 for the Common
Shares of AEGCo, File No. 0-18135, Exhibit 3(a)].
3(b) -- Copy of the Code of Regulations of AEGCo [Registration
Statement on Form 10 for the Common Shares of AEGCo,
File No. 0-18135, Exhibit 3(b)].
10(a) -- Copy of Capital Funds Agreement dated as of December
30, 1988 between AEGCo and AEP [Registration Statement
No. 33-32752, Exhibit 28(a)].
10(b)(1) -- Copy of Unit Power Agreement dated as of March 31, 1982
between AEGCo and I&M, as amended [Registration
Statement No. 33-32752, Exhibits 28(b)(1)(A) and
28(b)(1)(B)].
10(b)(2) -- Copy of Unit Power Agreement, dated as of August 1,
1984, among AEGCo, I&M and KEPCo [Registration
Statement No. 33-32752, Exhibit 28(b)(2)].
10(b)(3) -- Copy of Agreement, dated as of October 1, 1984, among
AEGCo, I&M, APCo and Virginia Electric and Power
Company [Registration Statement No. 33-32752, Exhibit
28(b)(3)].
10(c) -- Copy of Lease Agreements, dated as of December 1, 1989,
between AEGCo and Wilmington Trust Company, as amended
[Registration Statement No. 33-32752, Exhibits
28(c)(1)(C), 28(c)(2)(C), 28(c)(3)(C), 28(c)(4)(C),
28(c)(5)(C) and 28(c)(6)(C); Annual Report on Form 10-K
of AEGCo for the fiscal year ended December 31, 1993,
File No. 0-18135, Exhibits 10(c)(1)(B), 10(c)(2)(B),
10(c)(3)(B), 10(c)(4)(B), 10(c)(5)(B) and 10(c)(6)(B)].
*13 -- Copy of those portions of the AEGCo 1996 Annual Report
(for the fiscal year ended December 31, 1996) which are
incorporated by reference in this filing.
*24 -- Power of Attorney.
*27 -- Financial Data Schedules.
AEP<double-dagger>
3(a) -- Copy of Restated Certificate of Incorporation of AEP,
dated April 26, 1978 [Registration Statement No.
2-62778, Exhibit 2(a)].
3(b)(1) -- Copy of Certificate of Amendment of the Restated
Certificate of Incorporation of AEP, dated April 23,
1980 [Registration Statement No. 33-1052, Exhibit
4(b)].
3(b)(2) -- Copy of Certificate of Amendment of the Restated
Certificate of Incorporation of AEP, dated April 28,
1982 [Registration Statement No. 33-1052, Exhibit
4(c)].
3(b)(3) -- Copy of Certificate of Amendment of the Restated
Certificate of Incorporation of AEP, dated April 25,
1984 [Registration Statement No. 33-1052, Exhibit
4(d)].
3(b)(4) -- Copy of Certificate of Change of the Restated
Certificate of Incorporation of AEP, dated July 5, 1984
[Registration Statement No. 33-1052, Exhibit 4(e)].
3(b)(5) -- Copy of Certificate of Amendment of the Restated
Certificate of Incorporation of AEP, dated April 27,
1988 [Registration Statement No. 33-1052, Exhibit
4(f)].
3(c) -- Composite copy of the Restated Certificate of
Incorporation of AEP, as amended [Registration
Statement No. 33-1052, Exhibit 4(g)].
*3(d) -- Copy of By-Laws of AEP, as amended through February 26,
1997.
10(a) -- Interconnection Agreement, dated July 6, 1951, among
APCo, CSPCo, KEPCo, OPCo and I&M and with the Service
Corporation, as amended [Registration Statement No.
2-52910, Exhibit 5(a); Registration Statement No.
2-61009, Exhibit 5(b); and Annual Report on Form 10-K
of AEP for the fiscal year ended December 31, 1990,
File No. 1-3525, Exhibit 10(a)(3)].
10(b) -- Copy of Transmission Agreement, dated April 1, 1984,
among APCo, CSPCo, I&M, KEPCo, OPCo and with the
Service Corporation as agent, as amended [Annual Report
on Form 10-K of AEP for the fiscal year ended December
31, 1985, File No. 1-3525, Exhibit 10(b); and Annual
Report on Form 10-K of AEP for the fiscal year ended
December 31, 1988, File No. 1-3525, Exhibit 10(b)(2)].
<dagger>10(c)(1) -- AEP Deferred Compensation Agreement for certain
executive officers [Annual Report on Form 10-K of AEP
for the fiscal year ended December 31, 1985, File No.
1-3525, Exhibit 10(e)].
<dagger>10(c)(2) -- Amendment to AEP Deferred Compensation Agreement for
certain executive officers [Annual Report on Form 10-K
of AEP for the fiscal year ended December 31, 1986,
File No. 1-3525, Exhibit 10(d)(2)].
<dagger>10(d) -- AEP Deferred Compensation Agreement for directors, as
amended, effective October 24, 1984 [Annual Report on
Form 10-K of AEP for the fiscal year ended December 31,
1984, File No. 1-3525, Exhibit 10(e)].
<dagger>10(e) -- AEP Accident Coverage Insurance Plan for directors
[Annual Report on Form 10-K of AEP for the fiscal year
ended December 31, 1985, File No. 1-3525, Exhibit
10(g)].
*<dagger>10(f)(1) -- AEP Deferred Compensation and Stock Plan for
Non-Employee Directors.
*<dagger>10(f)(2) -- AEP Stock Unit Accumulation Plan for Non-Employee
Directors.
<dagger>10(g)(1)(A) -- AEP Excess Benefit Plan, as amended through January 4,
1996 [Annual Report on Form 10-K of AEP for the fiscal
year ended December 31, 1995, File No. 1-3525, Exhibit
10(g)(1)(A)].
<dagger>10(g)(1)(B) -- Guaranty by AEP of the Service Corporation Excess
Benefits Plan [Annual Report on Form 10-K of AEP for
the fiscal year ended December 31, 1990, File No.
1-3525, Exhibit 10(h)(1)(B)].
*<dagger>10(g)(2) -- AEP System Supplemental Savings Plan, as amended
through November 15, 1995 (Non-Qualified).
<dagger>10(g)(3) -- Service Corporation Umbrella Trust<trade-mark> for
Executives [Annual Report on Form 10-K of AEP for the
fiscal year ended December 31, 1993, File No. 1-3525,
Exhibit 10(g)(3)].
<dagger>10(h)(1) -- Employment Agreement between E. Linn Draper, Jr. and
AEP and the Service Corporation [Annual Report on Form
10-K of AEGCo for the fiscal year ended December 31,
1991, File No. 0-18135, Exhibit 10(g)(3)].
*<dagger>10(i)(1) -- AEP System Senior Officer Annual Incentive Compensation
Plan.
*<dagger>10(i)(2) -- American Electric Power System Performance Share
Incentive Plan, as Amended and Restated through
February 26, 1997.
10(j) -- Copy of Lease Agreements, dated as of December 1, 1989,
between AEGCo or I&M and Wilmington Trust Company, as
amended [Registration Statement No. 33-32752, Exhibits
28(c)(1)(C), 28(c)(2)(C), 28(c)(3)(C), 28(c)(4)(C),
28(c)(5)(C) and 28(c)(6)(C); Registration Statement No.
33-32753, Exhibits 28(a)(1)(C), 28(a)(2)(C),
28(a)(3)(C), 28(a)(4)(C), 28(a)(5)(C) and 28(a)(6)(C);
and Annual Report on Form 10-K of AEGCo for the fiscal
year ended December 31, 1993, File No. 0-18135,
Exhibits 10(c)(1)(B), 10(c)(2)(B), 10(c)(3)(B),
10(c)(4)(B), 10(c)(5)(B) and 10(c)(6)(B); Annual Report
on Form 10-K of I&M for the fiscal year ended December
31, 1993, File No. 1-3570, Exhibits 10(e)(1)(B),
10(e)(2)(B), 10(e)(3)(B), 10(e)(4)(B), 10(e)(5)(B) and
10(e)(6)(B)].
10(k) -- Lease Agreement dated January 20, 1995 between OPCo and
JMG Funding, Limited Partnership, and amendment thereto
(confidential treatment requested) [Annual Report on
Form 10-K of OPCo for the fiscal year ended December
31, 1994, File No. 1-6543, Exhibit 10(l)(2)].
*10(l) -- Modification No. 1 to the AEP System Interim Allowance
Agreement, dated July 28, 1994, among APCo, CSPCo, I&M,
KEPCo, OPCo and the Service Corporation.
*13 -- Copy of those portions of the AEP 1996 Annual Report
(for the fiscal year ended December 31, 1996) which are
incorporated by reference in this filing.
*21 -- List of subsidiaries of AEP.
*23 -- Consent of Deloitte & Touche LLP.
*24 -- Power of Attorney.
*27 -- Financial Data Schedules.
APCo<double-dagger>
3(a) -- Copy of Restated Articles of Incorporation of APCo, and
amendments thereto to November 4, 1993 [Registration
Statement No. 33-50163, Exhibit 4(a); Registration
Statement No. 33-53805, Exhibits 4(b) and 4(c)].
3(b) -- Copy of Articles of Amendment to the Restated Articles
of Incorporation of APCo, dated June 6, 1994 [Annual
Report on Form 10-K of APCo for the fiscal year ended
December 31, 1994, File No. 1-3457, Exhibit 3(b)].
*3(c) -- Copy of Articles of Amendment to the Restated Articles
of Incorporation of APCo, dated March 6, 1997.
*3(d) -- Composite copy of the Restated Articles of
Incorporation of APCo (amended as of March 7, 1997).
3(e) -- Copy of By-Laws of APCo (amended as of January 1, 1996)
[Annual Report on Form 10-K of APCo for the fiscal year
ended December 31, 1995, File No. 1-3457, Exhibit
3(d)].
4(a) -- Copy of Mortgage and Deed of Trust, dated as of
December 1, 1940, between APCo and Bankers Trust
Company and R. Gregory Page, as Trustees, as amended
and supplemented [Registration Statement No. 2-7289,
Exhibit 7(b); Registration Statement No. 2-19884,
Exhibit 2(1); Registration Statement No. 2-24453,
Exhibit 2(n); Registration Statement No. 2-60015,
Exhibits 2(b)(2), 2(b)(3), 2(b)(4), 2(b)(5), 2(b)(6),
2(b)(7), 2(b)(8), 2(b)(9), 2(b)(10), 2(b)(12),
2(b)(14), 2(b)(15), 2(b)(16), 2(b)(17), 2(b)(18),
2(b)(19), 2(b)(20), 2(b)(21), 2(b)(22), 2(b)(23),
2(b)(24), 2(b)(25), 2(b)(26), 2(b)(27) and 2(b)(28);
Registration Statement No. 2-64102, Exhibit 2(b)(29);
Registration Statement No. 2-66457, Exhibits (2)(b)(30)
and 2(b)(31); Registration Statement No. 2-69217,
Exhibit 2(b)(32); Registration Statement No. 2-86237,
Exhibit 4(b); Registration Statement No. 33-11723,
Exhibit 4(b); Registration Statement No. 33-17003,
Exhibit 4(a)(ii), Registration Statement No. 33-30964,
Exhibit 4(b); Registration Statement No. 33-40720,
Exhibit 4(b); Registration Statement No. 33-45219,
Exhibit 4(b); Registration Statement No. 33-46128,
Exhibits 4(b) and 4(c); Registration Statement No.
33-53410, Exhibit 4(b); Registration Statement No.
33-59834, Exhibit 4(b); Registration Statement No.
33-50229, Exhibits 4(b) and 4(c); Registration
Statement No. 33-58431, Exhibits 4(b), 4(c), 4(d) and
4(e); Registration Statement No. 333-01049, Exhibits
4(b) and 4(c); Registration Statement No. 333-20305,
Exhibits 4(b) and 4(c)].
*4(b) -- Copy of Indenture Supplemental, dated as of February 1,
1997, to Mortgage and Deed of Trust.
10(a)(1) -- Copy of Power Agreement, dated October 15, 1952,
between OVEC and United States of America, acting by
and through the United States Atomic Energy Commission,
and, subsequent to January 18, 1975, the Administrator
of the Energy Research and Development Administration,
as amended [Registration Statement No. 2-60015, Exhibit
5(a); Registration Statement No. 2-63234, Exhibit
5(a)(1)(B); Registration Statement No. 2-66301, Exhibit
5(a)(1)(C); Registration Statement No. 2-67728, Exhibit
5(a)(1)(D); Annual Report on Form 10-K of APCo for the
fiscal year ended December 31, 1989, File No. 1-3457,
Exhibit 10(a)(1)(F); and Annual Report on Form 10-K of
APCo for the fiscal year ended December 31, 1992, File
No. 1-3457, Exhibit 10(a)(1)(B)].
10(a)(2) -- Copy of Inter-Company Power Agreement, dated as of July
10, 1953, among OVEC and the Sponsoring Companies, as
amended [Registration Statement No. 2-60015, Exhibit
5(c); Registration Statement No. 2-67728, Exhibit
5(a)(3)(B); and Annual Report on Form 10-K of APCo for
the fiscal year ended December 31, 1992, File No.
1-3457, Exhibit 10(a)(2)(B)].
10(a)(3) -- Copy of Power Agreement, dated July 10, 1953, between
OVEC and Indiana-Kentucky Electric Corporation, as
amended [Registration Statement No. 2-60015, Exhibit
5(e)].
10(b) -- Copy of Interconnection Agreement, dated July 6, 1951,
among APCo, CSPCo, KEPCo, OPCo and I&M and with the
Service Corporation, as amended [Registration Statement
No. 2-52910, Exhibit 5(a); Registration Statement No.
2-61009, Exhibit 5(b); Annual Report on Form 10-K of
AEP for the fiscal year ended December 31, 1990, File
No. 1-3525, Exhibit 10(a)(3)].
10(c) -- Copy of Transmission Agreement, dated April 1, 1984,
among APCo, CSPCo, I&M, KEPCo, OPCo and with the
Service Corporation as agent, as amended [Annual Report
on Form 10-K of AEP for the fiscal year ended December
31, 1985, File No. 1-3525, Exhibit 10(b); Annual Report
on Form 10-K of AEP for the fiscal year ended December
31, 1988, File No. 1-3525, Exhibit 10(b)(2)].
10(d) -- Copy of Modification No. 1 to the AEP System Interim
Allowance Agreement, dated July 28, 1994, among APCo,
CSPCo, I&M, KEPCo, OPCo and the Service Corporation
[Annual Report on Form 10-K of AEP for the fiscal year
ended December 31, 1996, File No. 1-3525, Exhibit
10(l)].
<dagger>10(e)(1) -- AEP Deferred Compensation Agreement for certain
executive officers [Annual Report on Form 10-K of AEP
for the fiscal year ended December 31, 1985, File No.
1-3525, Exhibit 10(e)].
<dagger>10(e)(2) -- Amendment to AEP Deferred Compensation Agreement for
certain executive officers [Annual Report on Form 10-K
of AEP for the fiscal year ended December 31, 1986,
File No. 1-3525, Exhibit 10(d)(2)].
<dagger>10(f)(1) -- AEP System Senior Officer Annual Incentive Compensation
Plan [Annual Report on Form 10-K of AEP for the fiscal
year ended December 31, 1996, File No. 1-3525, Exhibit
10(i)(1)].
<dagger>10(f)(2) -- American Electric Power System Performance Share
Incentive Plan as Amended and Restated through February
26, 1997 [Annual Report on Form 10-K of AEP for the
fiscal year ended December 31, 1996, File No. 1-3525,
Exhibit 10(i)(2)].
<dagger>10(g)(1) -- Excess Benefits Plan [Annual Report on Form 10-K of AEP
for the fiscal year ended December 31, 1995, File No.
1-3525, Exhibit 10(g)(1)(A)].
<dagger>10(g)(2) -- AEP System Supplemental Savings Plan (Non-Qualified)
[Annual Report on Form 10-K of AEP for the fiscal year
ended December 31, 1996, File No. 1-3525, Exhibit
10(g)(2)].
<dagger>10(g)(3) -- Umbrella Trust<trade-mark> for Executives [Annual
Report on Form 10-K of AEP for the fiscal year ended
December 31, 1993, File No. 1-3525, Exhibit 10(g)(3)].
<dagger>10(h)(1) -- Employment Agreement between E. Linn Draper, Jr. and
AEP and the Service Corporation [Annual Report on Form
10-K of AEGCo for the fiscal year ended December 31,
1991, File No. 0-18135, Exhibit 10(g)(3)].
*12 -- Statement re: Computation of Ratios.
*13 -- Copy of those portions of the APCo 1996 Annual Report
(for the fiscal year ended December 31, 1996) which are
incorporated by reference in this filing.
21 -- List of subsidiaries of APCo [Annual Report on Form
10-K of AEP for the fiscal year ended December 31,
1996, File No. 1-3525, Exhibit 21].
*23 -- Consent of Deloitte & Touche LLP.
*24 -- Power of Attorney.
*27 -- Financial Data Schedules.
CSPCo<double-dagger>
3(a) -- Copy of Amended Articles of Incorporation of CSPCo, as
amended to March 6, 1992 [Registration Statement No.
33-53377, Exhibit 4(a)].
3(b) -- Copy of Certificate of Amendment to Amended Articles of
Incorporation of CSPCo, dated May 19, 1994 [Annual
Report on Form 10-K of CSPCo for the fiscal year ended
December 31, 1994, File No. 1-2680, Exhibit 3(b)].
3(c) -- Composite copy of Amended Articles of Incorporation of
CSPCo, as amended [Annual Report on Form 10-K of CSPCo
for the fiscal year ended December 31, 1994, File No.
1-2680, Exhibit 3(c)].
3(d) -- Copy of Code of Regulations and By-Laws of CSPCo
[Annual Report on Form 10-K of CSPCo for the fiscal
year ended December 31, 1987, File No. 1-2680, Exhibit
3(d)].
4(a) -- Copy of Indenture of Mortgage and Deed of Trust, dated
September 1, 1940, between CSPCo and City Bank Farmers
Trust Company (now Citibank, N.A.), as trustee, as
supplemented and amended [Registration Statement No.
2-59411, Exhibits 2(B) and 2(C); Registration Statement
No. 2-80535, Exhibit 4(b); Registration Statement No.
2-87091, Exhibit 4(b); Registration Statement No.
2-93208, Exhibit 4(b); Registration Statement No.
2-97652, Exhibit 4(b); Registration Statement No.
33-7081, Exhibit 4(b); Registration Statement No.
33-12389, Exhibit 4(b); Registration Statement No.
33-19227, Exhibits 4(b), 4(e), 4(f), 4(g) and 4(h);
Registration Statement No. 33-35651, Exhibit 4(b);
Registration Statement No. 33-46859, Exhibits 4(b) and
4(c); Registration Statement No. 33-50316, Exhibits
4(b) and 4(c); Registration Statement No. 33-60336,
Exhibits 4(b), 4(c) and 4(d); Registration Statement
No. 33-50447, Exhibits 4(b) and 4(c); Annual Report on
Form 10-K of CSPCo for the fiscal year ended December
31, 1993, File No. 1-2680, Exhibit 4(b)].
10(a)(1) -- Copy of Power Agreement, dated October 15, 1952,
between OVEC and United States of America, acting by
and through the United States Atomic Energy Commission,
and, subsequent to January 18, 1975, the Administrator
of the Energy Research and Development Administration,
as amended [Registration Statement No. 2-60015, Exhibit
5(a); Registration Statement No. 2-63234, Exhibit
5(a)(1)(B); Registration Statement No. 2-66301, Exhibit
5(a)(1)(C); Registration Statement No. 2-67728, Exhibit
5(a)(1)(B); Annual Report on Form 10-K of APCo for the
fiscal year ended December 31, 1989, File No. 1-3457,
Exhibit 10(a)(1)(F); and Annual Report on Form 10-K of
APCo for the fiscal year ended December 31, 1992, File
No. 1-3457, Exhibit 10(a)(1)(B)].
10(a)(2) -- Copy of Inter-Company Power Agreement, dated July 10,
1953, among OVEC and the Sponsoring Companies, as
amended [Registration Statement No. 2-60015, Exhibit
5(c); Registration Statement No. 2-67728, Exhibit
5(a)(3)(B); and Annual Report on Form 10-K of APCo for
the fiscal year ended December 31, 1992, File No.
1-3457, Exhibit 10(a)(2)(B)].
10(a)(3) -- Copy of Power Agreement, dated July 10, 1953, between
OVEC and Indiana-Kentucky Electric Corporation, as
amended [Registration Statement No. 2-60015, Exhibit
5(e)].
10(b) -- Copy of Interconnection Agreement, dated July 6, 1951,
among APCo, CSPCo, KEPCo, OPCo and I&M and the Service
Corporation, as amended [Registration Statement No.
2-52910, Exhibit 5(a); Registration Statement No.
2-61009, Exhibit 5(b); and Annual Report on Form 10-K
of AEP for the fiscal year ended December 31, 1990,
File No. 1-3525, Exhibit 10(a)(3)].
10(c) -- Copy of Transmission Agreement, dated April 1, 1984,
among APCo, CSPCo, I&M, KEPCo, OPCo, and with the
Service Corporation as agent, as amended [Annual Report
on Form 10-K of AEP for the fiscal year ended December
31, 1985, File No. 1-3525, Exhibit 10(b); and Annual
Report on Form 10-K of AEP for the fiscal year ended
December 31, 1988, File No. 1-3525, Exhibit 10(b)(2)].
10(d) -- Copy of Modification No. 1 to the AEP System Interim
Allowance Agreement, dated July 28, 1994, among APCo,
CSPCo, I&M, KEPCo, OPCo and the Service Corporation
[Annual Report on Form 10-K of AEP for the fiscal year
ended December 31, 1996, File No. 1-3525, Exhibit
10(l)].
*12 -- Statement re: Computation of Ratios.
*13 -- Copy of those portions of the CSPCo 1996 Annual Report
(for the fiscal year ended December 31, 1996) which are
incorporated by reference in this filing.
*23 -- Consent of Deloitte & Touche LLP.
*24 -- Power of Attorney.
*27 -- Financial Data Schedules.
I&M<double-dagger>
3(a) -- Copy of the Amended Articles of Acceptance of I&M and
amendments thereto [Annual Report on Form 10-K of I&M
for fiscal year ended December 31, 1993, File No.
1-3570, Exhibit 3(a)].
*3(b) -- Copy of Articles of Amendment to the Amended Articles
of Acceptance of I&M, dated March 6, 1997.
*3(c) -- Composite Copy of the Amended Articles of Acceptance of
I&M (amended as of March 7, 1997).
3(d) -- Copy of the By-Laws of I&M (amended as of January 1,
1996) [Annual Report on Form 10-K of I&M for fiscal
year ended December 31, 1995, File No. 1-3570, Exhibit
3(c)].
4(a) -- Copy of Mortgage and Deed of Trust, dated as of June 1,
1939, between I&M and Irving Trust Company (now The
Bank of New York) and various individuals, as Trustees,
as amended and supplemented [Registration Statement No.
2-7597, Exhibit 7(a); Registration Statement No.
2-60665, Exhibits 2(c)(2), 2(c)(3), 2(c)(4), 2(c)(5),
2(c)(6), 2(c)(7), 2(c)(8), 2(c)(9), 2(c)(10), 2(c)(11),
2(c)(12), 2(c)(13), 2(c)(14), 2(c)(15), (2)(c)(16), and
2(c)(17); Registration Statement No. 2-63234, Exhibit
2(b)(18); Registration Statement No. 2-65389, Exhibit
2(a)(19); Registration Statement No. 2-67728, Exhibit
2(b)(20); Registration Statement No. 2-85016, Exhibit
4(b); Registration Statement No. 33-5728, Exhibit 4(c);
Registration Statement No. 33-9280, Exhibit 4(b);
Registration Statement No. 33-11230, Exhibit 4(b);
Registration Statement No. 33-19620, Exhibits 4(a)(ii),
4(a)(iii), 4(a)(iv) and 4(a)(v); Registration Statement
No. 33-46851, Exhibits 4(b)(i), 4(b)(ii) and 4(b)(iii);
Registration Statement No. 33-54480, Exhibits 4(b)(i)
and 4(b)(ii); Registration Statement No. 33-60886,
Exhibit 4(b)(i); Registration Statement No. 33-50521,
Exhibits 4(b)(i), 4(b)(ii) and 4(b)(iii); Annual Report
on Form 10-K of I&M for fiscal year ended December 31,
1993, File No. 1-3570, Exhibit 4(b); Annual Report on
Form 10-K of I&M for fiscal year ended December 31,
1994, File No. 1-3570, Exhibit 4(b)].
*4(b) -- Copy of Indenture Supplemental, dated as of February 1,
1997, to Mortgage and Deed of Trust.
10(a)(1) -- Copy of Power Agreement, dated October 15, 1952,
between OVEC and United States of America, acting by
and through the United States Atomic Energy Commission,
and, subsequent to January 18, 1975, the Administrator
of the Energy Research and Development Administration,
as amended [Registration Statement No. 2-60015, Exhibit
5(a); Registration Statement No. 2-63234, Exhibit
5(a)(1)(B); Registration Statement No. 2-66301, Exhibit
5(a)(1)(C); Registration Statement No. 2-67728, Exhibit
5(a)(1)(D); Annual Report on Form 10-K of APCo for the
fiscal year ended December 31, 1989, File No. 1-3457,
Exhibit 10(a)(1)(F); and Annual Report on Form 10-K of
APCo for the fiscal year ended December 31, 1992, File
No. 1-3457, Exhibit 10(a)(1)(B)].
10(a)(2) -- Copy of Inter-Company Power Agreement, dated as of July
10, 1953, among OVEC and the Sponsoring Companies, as
amended [Registration Statement No. 2-60015, Exhibit
5(c); Registration Statement No. 2-67728, Exhibit
5(a)(3)(B); Annual Report on Form 10-K of APCo for the
fiscal year ended December 31, 1992, File No. 1-3457,
Exhibit 10(a)(2)(B)].
10(a)(3) -- Copy of Power Agreement, dated July 10, 1953, between
OVEC and Indiana-Kentucky Electric Corporation, as
amended [Registration Statement No. 2-60015, Exhibit
5(e)].
10(b) -- Copy of Interconnection Agreement, dated July 6, 1951,
between APCo, CSPCo, KEPCo, I&M, and OPCo and with the
Service Corporation, as amended [Registration Statement
No. 2-52910, Exhibit 5(a); Registration Statement No.
2-61009, Exhibit 5(b); and Annual Report on Form 10-K
of AEP for the fiscal year ended December 31, 1990,
File No. 1-3525, Exhibit 10(a)(3)].
10(c) -- Copy of Transmission Agreement, dated April 1, 1984,
among APCo, CSPCo, I&M, KEPCo, OPCo and with the
Service Corporation as agent, as amended [Annual Report
on Form 10-K of AEP for the fiscal year ended December
31, 1985, File No. 1-3525, Exhibit 10(b); and Annual
Report on Form 10-K of AEP for the fiscal year ended
December 31, 1988, File No. 1-3525, Exhibit 10(b)(2)].
10(d) -- Copy of Modification No. 1 to the AEP System Interim
Allowance Agreement, dated July 28, 1994, among APCo,
CSPCo, I&M, KEPCo, OPCo and the Service Corporation
[Annual Report on Form 10-K of AEP for the fiscal year
ended December 31, 1996, File No. 1-3525, Exhibit
10(l)].
10(e) -- Copy of Nuclear Material Lease Agreement, dated as of
December 1, 1990, between I&M and DCC Fuel Corporation
[Annual Report on Form 10-K of I&M for the fiscal year
ended December 31, 1993, File No. 1-3570, Exhibit
10(d)].
10(f) -- Copy of Lease Agreements, dated as of December 1, 1989,
between I&M and Wilmington Trust Company, as amended
[Registration Statement No. 33-32753, Exhibits
28(a)(1)(C), 28(a)(2)(C), 28(a)(3)(C), 28(a)(4)(C),
28(a)(5)(C) and 28(a)(6)(C); Annual Report on Form 10-K
of I&M for the fiscal year ended December 31, 1993,
File No. 1-3570, Exhibits 10(e)(1)(B), 10(e)(2)(B),
10(e)(3)(B), 10(e)(4)(B), 10(e)(5)(B) and 10(e)(6)(B)].
*12 -- Statement re: Computation of Ratios
*13 -- Copy of those portions of the I&M 1996 Annual Report
(for the fiscal year ended December 31, 1996) which are
incorporated by reference in this filing.
21 -- List of subsidiaries of I&M [Annual Report on Form 10-K
of AEP for the fiscal year ended December 31, 1996,
File No. 1-3525, Exhibit 21].
*23 -- Consent of Deloitte & Touche LLP.
*24 -- Power of Attorney.
*27 -- Financial Data Schedules.
KEPCo<double-dagger>
3(a) -- Copy of Restated Articles of Incorporation of KEPCo
[Annual Report on Form 10-K of KEPCo for the fiscal
year ended December 31, 1991, File No. 1-6858, Exhibit
3(a)].
3(b) -- Copy of By-Laws of KEPCo (amended as of January 1,
1996) [Annual Report on Form 10-K of KEPCo for the
fiscal year ended December 31, 1995, File No. 1-6858,
Exhibit 3(b)].
4(a) -- Copy of Mortgage and Deed of Trust, dated May 1, 1949,
between KEPCo and Bankers Trust Company, as
supplemented and amended [Registration Statement No.
2-65820, Exhibits 2(b)(1), 2(b)(2), 2(b)(3), 2(b)(4),
2(b)(5), and 2(b)(6); Registration Statement No.
33-39394, Exhibits 4(b) and 4(c); Registration
Statement No. 33-53226, Exhibits 4(b) and 4(c);
Registration Statement No. 33-61808, Exhibits 4(b) and
4(c), Registration Statement No. 33-53007, Exhibits
4(b), 4(c) and 4(d)].
10(a) -- Copy of Interconnection Agreement, dated July 6, 1951,
among APCo, CSPCo, KEPCo, I&M and OPCo and with the
Service Corporation, as amended [Registration Statement
No. 2-52910, Exhibit 5(a); Registration Statement No.
2-61009, Exhibit 5(b); and Annual Report on Form 10-K
of AEP for the fiscal year ended December 31, 1990,
File No. 1-3525, Exhibit 10(a)(3)].
10(b) -- Copy of Transmission Agreement, dated April 1, 1984,
among APCo, CSPCo, I&M, KEPCo, OPCo and with the
Service Corporation as agent, as amended [Annual Report
on Form 10-K of AEP for the fiscal year ended December
31, 1985, File No. 1-3525, Exhibit 10(b); and Annual
Report on Form 10-K of AEP for the fiscal year ended
December 31, 1988, File No. 1-3525, Exhibit 10(b)(2)].
10(c) -- Copy of Modification No. 1 to the AEP System Interim
Allowance Agreement, dated July 28, 1994, among APCo,
CSPCo, I&M, KEPCo, OPCo and the Service Corporation
[Annual Report on Form 10-K of AEP for the fiscal year
ended December 31, 1996, File No. 1-3525, Exhibit
10(l)].
*12 -- Statement re: Computation of Ratios.
*13 -- Copy those portions of the KEPCo 1996 Annual Report
(for the fiscal year ended December 31, 1996) which are
incorporated by reference in this filing.
*23 -- Consent of Deloitte & Touche LLP.
*24 -- Power of Attorney.
*27 -- Financial Data Schedules.
OPCo<double-dagger>
3(a) -- Copy of Amended Articles of Incorporation of OPCo, and
amendments thereto to December 31, 1993 [Registration
Statement No. 33-50139, Exhibit 4(a); Annual Report on
Form 10-K of OPCo for the fiscal year ended December
31, 1993, File No. 1-6543, Exhibit 3(b)].
3(b) -- Certificate of Amendment to Amended Articles of
Incorporation of OPCo, dated May 3, 1994 [Annual Report
on Form 10-K of OPCo for the fiscal year ended December
31, 1994, File No. 1-6543, Exhibit 3(b)].
*3(c) -- Copy of Certificate of Amendment to Amended Articles of
Incorporation of OPCo, dated March 6, 1997.
*3(d) -- Composite copy of the Amended Articles of Incorporation
of OPCo (amended as of March 7, 1997).
3(e) -- Copy of Code of Regulations of OPCo [Annual Report on
Form 10-K of OPCo for the fiscal year ended December
31, 1990, File No. 1-6543, Exhibit 3(d)].
4(a) -- Copy of Mortgage and Deed of Trust, dated as of October
1, 1938, between OPCo and Manufacturers Hanover Trust
Company (now Chemical Bank), as Trustee, as amended and
supplemented [Registration Statement No. 2-3828,
Exhibit B-4; Registration Statement No. 2-60721,
Exhibits 2(c)(2), 2(c)(3), 2(c)(4), 2(c)(5), 2(c)(6),
2(c)(7), 2(c)(8), 2(c)(9), 2(c)(10), 2(c)(11),
2(c)(12), 2(c)(13), 2(c)(14), 2(c)(15), 2(c)(16),
2(c)(17), 2(c)(18), 2(c)(19), 2(c)(20), 2(c)(21),
2(c)(22), 2(c)(23), 2(c)(24), 2(c)(25), 2(c)(26),
2(c)(27), 2(c)(28), 2(c)(29), 2(c)(30), and 2(c)(31);
Registration Statement No. 2-83591, Exhibit 4(b);
Registration Statement No. 33-21208, Exhibits 4(a)(ii),
4(a)(iii) and 4(a)(vi); Registration Statement No.
33-31069, Exhibit 4(a)(ii); Registration Statement No.
33-44995, Exhibit 4(a)(ii); Registration Statement No.
33-59006, Exhibits 4(a)(ii), 4(a)(iii) and 4(a)(iv);
Registration Statement No. 33-50373, Exhibits 4(a)(ii),
4(a)(iii) and 4(a)(iv); Annual Report on Form 10-K of
OPCo for the fiscal year ended December 31, 1993, File
No. 1-6543, Exhibit 4(b)].
10(a)(1) -- Copy of Power Agreement, dated October 15, 1952,
between OVEC and United States of America, acting by
and through the United States Atomic Energy Commission,
and, subsequent to January 18, 1975, the Administrator
of the Energy Research and Development Administration,
as amended [Registration Statement No. 2-60015, Exhibit
5(a); Registration Statement No. 2-63234, Exhibit
5(a)(1)(B); Registration Statement No. 2-66301, Exhibit
5(a)(1)(C); Registration Statement No. 2-67728, Exhibit
5(a)(1)(D); Annual Report on Form 10-K of APCo for the
fiscal year ended December 31, 1989, File No. 1-3457,
Exhibit 10(a)(1)(F); Annual Report on Form 10-K of APCo
for the fiscal year ended December 31, 1992, File No.
1-3457, Exhibit 10(a)(1)(B)].
10(a)(2) -- Copy of Inter-Company Power Agreement, dated July 10,
1953, among OVEC and the Sponsoring Companies, as
amended [Registration Statement No. 2-60015, Exhibit
5(c); Registration Statement No. 2-67728, Exhibit
5(a)(3)(B); Annual Report on Form 10-K of APCo for the
fiscal year ended December 31, 1992, File No. 1-3457,
Exhibit 10(a)(2)(B)].
10(a)(3) -- Copy of Power Agreement, dated July 10, 1953, between
OVEC and Indiana-Kentucky Electric Corporation, as
amended [Registration Statement No. 2-60015, Exhibit
5(e)].
10(b) -- Copy of Interconnection Agreement, dated July 6, 1951,
between APCo, CSPCo, KEPCo, I&M and OPCo and with the
Service Corporation, as amended [Registration Statement
No. 2-52910, Exhibit 5(a); Registration Statement No.
2-61009, Exhibit 5(b); Annual Report on Form 10-K of
AEP for the fiscal year ended December 31, 1990, File
1-3525, Exhibit 10(a)(3)].
10(c) -- Copy of Transmission Agreement, dated April 1, 1984,
among APCo, CSPCo, I&M, KEPCo, OPCo and with the
Service Corporation as agent [Annual Report on Form
10-K of AEP for the fiscal year ended December 31,
1985, File No. 1-3525, Exhibit 10(b); Annual Report on
Form 10-K of AEP for the fiscal year ended December 31,
1988, File No. 1-3525, Exhibit 10(b)(2)].
10(d) -- Copy of Modification No. 1 to the AEP System Interim
Allowance Agreement, dated July 28, 1994, among APCo,
CSPCo, I&M, KEPCo, OPCo and the Service Corporation
[Annual Report on Form 10-K of AEP for the fiscal year
ended December 31, 1996, File No. 1-3525, Exhibit
10(l)].
10(e) -- Copy of Amendment No. 1, dated October 1, 1973, to
Station Agreement dated January 1, 1968, among OPCo,
Buckeye and Cardinal Operating Company, and amendments
thereto [Annual Report on Form 10-K of OPCo for the
fiscal year ended December 31, 1993, File No. 1-6543,
Exhibit 10(f)].
<dagger>10(f)(1) -- AEP Deferred Compensation Agreement for certain
executive officers [Annual Report on Form 10-K of AEP
for the fiscal year ended December 31, 1985, File No.
1-3525, Exhibit 10(e)].
<dagger>10(f)(2) -- Amendment to AEP Deferred Compensation Agreement for
certain executive officers [Annual Report on Form 10-K
of AEP for the fiscal year ended December 31, 1986,
File No. 1-3525, Exhibit 10(d)(2)].
<dagger>10(g)(1) -- AEP System Senior Officer Annual Incentive Compensation
Plan [Annual Report on Form 10-K of AEP for the fiscal
year ended December 31, 1996, File No. 1-3525, Exhibit
10(i)(1)].
<dagger>10(g)(2) -- American Electric Power System Performance Share
Incentive Plan, as Amended and Restated through
February 26, 1997 [Annual Report on Form 10-K of AEP
for the fiscal year ended December 31, 1996, File No.
1-3525, Exhibit 10(i)(2)].
<dagger>10(h)(1) -- Excess Benefits Plan [Annual Report on Form 10-K of AEP
for the fiscal year ended December 31, 1995, File No.
1-3525, Exhibit 10(g)(1)(A)].
<dagger>10(h)(2) -- AEP System Supplemental Savings Plan (Non-Qualified)
[Annual Report on Form 10-K of AEP for the fiscal year
ended December 31, 1996, File No. 1-3525, Exhibit
10(g)(2)].
<dagger>10(h)(3) -- Umbrella Trust<trade-mark> for Executives [Annual
Report on Form 10-K of AEP for the fiscal year ended
December 31, 1993, File No. 1-3525, Exhibit 10(g)(3)].
<dagger>10(i)(1) -- Employment Agreement between E. Linn Draper, Jr. and
AEP and the Service Corporation [Annual Report on Form
10-K of AEGCo for the fiscal year ended December 31,
1991, File No. 0-18135, Exhibit 10(g)(2)].
10(j) -- Lease Agreement dated January 20, 1995 between OPCo and
JMG Funding, Limited Partnership, and amendment thereto
(confidential treatment requested) [Annual Report on
Form 10-K of OPCo for the fiscal year ended December
31, 1994, File No. 1-6543, Exhibit 10(l)(2)].
*12 -- Statement re: Computation of Ratios.
*13 -- Copy of those portions of the OPCo 1996 Annual Report
(for the fiscal year ended December 31, 1996) which are
incorporated by reference in this filing.
21 -- List of subsidiaries of OPCo [Annual Report on Form
10-K of AEP for the fiscal year ended December 31,
1996, File No. 1-3525, Exhibit 21].
*23 -- Consent of Deloitte & Touche LLP.
*24 -- Power of Attorney.
*27 -- Financial Data Schedules.
Exhibits, designated with a dagger (<dagger>), are management contracts or
compensatory plans or arrangements required to be filed as an exhibit to
the Form 10-K pursuant to Item 14(c).
<double-dagger> Certain instruments defining the rights of holders of
long-term debt of the registrants included in the financial statements of
registrants filed with the Form 10-K were omitted because the total amount
of securities authorized thereunder does not exceed 10% of the total assets
of registrants. The registrants hereby agree to furnish a copy of any such
omitted instrument to the SEC upon request.
<PAGE>
EXHIBIT D
Tax Agreement Regarding Method of Allocating
Consolidated Federal Income Taxes:
Incorporated by Reference to 1994 Form U5S Annual Report,
File No. 30-150
______________________________________________________________________
EXHIBIT E
CONTENTS
1 COPIES OF PERSONNEL POLICIES AS THEY RELATE TO RULE 48(b)
2 SUPPORT FOR ITEM 2. ACQUISITIONS OR SALES OF UTILITY ASSETS
3 CHART OF ACCOUNTS FOR AEP SYSTEM COMPANIES
<PAGE>
EXHIBIT E DOCUMENT:
COPIES OF PERSONNEL POLICIES AS THEY RELATE TO RULE 48(b):
American Electric Power Exempt
Employees and Nonexempt Supervisors
Relocation Expense Policy . . . . . . . Incorporated by Reference to
1994 Form U5S Annual Report,
File No. 30-150
American Electric Power Electric
Living Incentive Program for Employees . Incorporated by Reference to
1993 Form U5S Annual Report,
File No. 30-150
<PAGE>
EXHIBIT E DOCUMENT:
SUPPORT FOR ITEM 2. ACQUISITIONS OR SALES OF UTILITY ASSETS
960410027
COMMONWEALTH OF VIRGINIA
STATE CORPORATION COMMISSION
APPLICATION OF AT RICHMOND, APRIL 1, 1996
APPALACHIAN POWER COMPANY CASE NO. PUF960001
For authority to enter into a
sale and leaseback transaction
ORDER GRANTING AUTHORITY
On February 14, 1996, Appalachian Power Company ("APCo",
"Applicant") filed an application with the Commission under Chapters 3
and 5 of the Code of Virginia. In its application, APCo requests
approval of a sale and leaseback transaction with the City of Bedford
("Bedford", "the City"). Applicant has paid the requisite fee of $250.
The sale and leaseback transaction proposed in this case is the
final step in a settlement between APCo and the City. The settlement
was proposed before the Commission in Case No. PUE950015 and was
intended to resolve a dispute between the two parties as to which had
the right to serve the electrical needs of Georgia-Pacific Company's
manufacturing facility located in Big Island, Virginia ("the Big Island
facility").
Under the term of the sale and leaseback transaction, APCo will
sell to Bedford a portion of the facilities used to serve the Big
Island facility ("the equipment"). The sales price will be equal to
APCo's installation cost for the equipment and is expected to be
between $2 million and $3 million. The actual equipment to be sold to
Bedford will be designated by mutual agreement between APCo and Bedford
once APCo has completed the construction and equipping of the Skimmer
Station. The Company expects the designation to be accomplished no
later than August 31, 1996.
APCo and Bedford will also immediately enter into a lease
agreement for the facilities with a term of 30 years. Under the lease
agreement APCo will pay to Bedford an annual rent payment equal to
13.67% of the purchase price. At the end of the 30 year lease term,
APCo is required to purchase, and Bedford is required to sell, the
equipment for a purchase price equal to the then book value of the
equipment. The book value of the equipment is to be calculated by
applying the annual depreciation component of 1.55% to the initial
purchase price.
In support of its application the Company states that since the
annual rent to be paid to Bedford equals APCo's carrying cost which it
would have incurred had it continued to own the equipment, there will
be no adverse impact on ratepayers. APCo also states that it will
maintain the same degree of control and the same right to use the
equipment as the Company would have had if it owned the equipment and
therefore, it believes that adequate service to the public will not be
impaired or jeopardized by the proposed sale and leaseback.
In its application the Company states that it intends to use the
financing method of accounting for the transaction, coupled with the
recognition of regulatory asset and liability amounts in order to treat
the transaction as an operating lease. Our Staff has stated that it
prefers the Company use the financing method of accounting for
ratemaking purposes without recognition of regulatory asset and
liability amounts.
THE COMMISSION, upon consideration of the application and having
been advised by its Staff, is of the opinion and finds that approval of
the application will not be detrimental to the public interest.
However, the Commission is of the further opinion and finds that the
proper ratemaking accounting treatment of the sale and leaseback
transaction should be handled in the context of a rate related
proceedings such as an Annual Informational Filing or rate case.
Accordingly,
IT IS ORDERED THAT:
1) Applicant is hereby authorized to enter into the proposed
sale and leaseback transaction under the terms and conditions and for
the purposes as stated in the application as modified herein.
2) The authority granted herein shall have no implications for
ratemaking purposes.
3) On or before November 1, 1996, Applicant shall file a report
of action to include the sale price for the equipment, an itemized list
of equipment sold, a copy of the sales contract, a copy of the lease
agreement, and a copy of the journal entries used to record both the
sale and the lease of the facilities.
4) This matter shall remain under the continued review, audit
and appropriate directive of the Commission.
AN ATTESTED COPY hereof shall be sent to Applicant, attention of
George J.A. Clemo, Esquire, Woods, Rogers and Hazlegrove, First Union
Tower, 10 South Jefferson Street, Suite 1400, P.O. Box 14125, Roanoke,
Virginia 24038-4125; and to the Division of Economics and Finance of
the Commission.
A True Copy
Teste: /s/ William J. Bridge
Clerk of the
State Corporation Commission
<PAGE>
EXHIBIT E DOCUMENT:
CHART OF ACCOUNTS FOR AEP SYSTEM COMPANIES
Pursuant to Rule 26 the identity of the chart of accounts used by
American Electric Power Company, Inc. and each subsidiary company is
indicated below.
The companies using the Federal Energy Regulatory Commission Uniform
System of Accounts are indicated by "FERC USA" and the companies using
the Uniform System of Accounts for Mutual Service Companies and
Subsidiary Service Companies are indicated by "USA SC".
Chart of Accounts
American Electric Power Company, Inc. (AEP) USA SC
AEP Communications, Inc. (AEPC) USA SC
AEP Energy Services, Inc. (AEPESVC) USA SC
AEP Energy Solutions, Inc. (AEPESOL) USA SC
AEP Generating Company (AEGCo) FERC USA
AEP Investments, Inc. (AEPINV) USA SC
AEP Resources, Inc. (AEPR) USA SC
AEP Resources Australia Pty., Ltd. (AEPRA) USA SC
AEP Resources Delaware, Inc. (AEPRD) USA SC
AEP Resources International, Ltd. (AEPRI) USA SC
AEP Pushan Power, LDC (Pushan) USA SC
Nanyang General Light Electric Co. Ltd. (NGLE) USA SC
AEP Resources Mauritius Company (Mauritius) USA SC
AEP Resources Project Management Company, Ltd. (AEPRPM) USA SC
American Electric Power Service Corporation (AEPSC) USA SC
Appalachian Power Company (APCo) FERC USA
Cedar Coal Co. (CeCCo) Note 1
Central Appalachian Coal Company (CACCo) Note 1
Central Coal Company (CCCo) Note 1
Central Operating Company (CopCo) FERC USA
Southern Appalachian Coal Company (SACCo) Note 1
West Virginia Power Company (WVPCo) FERC USA
Columbus Southern Power Company (CSPCo) FERC USA
Colomet, Inc.(COLM) FERC USA
Conesville Coal Preparation Company (CCPC) Note 1
Simco Inc. (Simco) FERC USA
Ohio Valley Electric Corporation (OVEC) FERC USA
Franklin Real Estate Company (FRECo) USA SC
Indiana Franklin Realty, Inc. (IFRI) USA SC
Indiana Michigan Power Company (I&M) FERC USA
Blackhawk Coal Company (BHCCo) Note 1
Price River Coal Company (PRCCo) Note 1
Kentucky Power Company (KEPCo) FERC USA
Kingsport Power Company (KGPCo) FERC USA
Ohio Power Company (OPCo) FERC USA
Cardinal Operating Company (CdOCo) FERC USA
Central Coal Company (CCCo) Note 1
Central Ohio Coal Company (COCCo) Note 1
Central Operating Company (CopCo) FERC USA
Southern Ohio Coal Company (SOCCo) Note 1
Windsor Coal Company (WCCo) Note 1
Ohio Valley Electric Corporation (OVEC) FERC USA
Indiana-Kentucky Electric Corporation (IKEC) FERC USA
Wheeling Power Company (WPCo) FERC USA
<PAGE>
NOTE 1
AMENDMENT TO ANNUAL REPORT ON FORM U5S
As presented below the AEP System coal mining companies are modifying
their chart of accounts. With the exception of the detailed operations
and maintenance accounts, the coal companies will use a numbering system
that is consistent with the FERC Uniform System of Accounts.
American Electric Power System
Coal Mining Companies
SYSTEM OF ACCOUNTS
Blackhawk Coal Company Conesville Coal Preparation Company
Cedar Coal Company Price River Coal Company
Central Appalachian Coal Company Southern Appalachian Coal Company
Central Coal Company Southern Ohio Coal Company
Central Ohio Coal Company Windsor Coal Company
BALANCE SHEET ACCOUNTS
ASSETS AND OTHER DEBITS
MINING PLANT
101. Mining Plant in Service
101.1 Mining Plant in Service - Capitalized Leases
107. Construction Work in Progress - Mining Plant
108. Accumulated Provision for Depreciation of Mining Plant
111. Accumulated Provision for Amortization and Depletion of Mining
Plant
OTHER PROPERTY AND INVESTMENTS
121. Non-Utility Property
122. Accumulated Provision for Depreciation, Amortization and Depletion
of Non-Utility Property
124. Other Investments - Long-Term Notes Receivable
CURRENT AND ACCRUED ASSETS
131. Cash
134. Other Special Deposits
135. Working Funds
136. Temporary Cash Investments
141. Notes Receivable
142. Accounts Receivable
143. Other Accounts Receivable
146. Accounts Receivable From Associated Companies
151. Fuel Stock - Coal
154. Materials and Supplies
163. Stores Expense Undistributed
165. Prepayments
171. Interest and Dividends Receivable
174. Miscellaneous Current and Accrued Assets
DEFERRED DEBITS
182.3 Other Regulatory Assets
184. Clearing Accounts
186. Miscellaneous Deferred Debits
190. Accumulated Deferred Income Taxes
LIABILITIES AND OTHER CREDITS
PROPRIETARY CAPITAL
201. Capital Stock Issued
207. Premium on Capital Stock
208. Donations Received From Stockholders
209. Reduction in Par or Stated Value of Capital Stock
211. Miscellaneous Paid-In Capital
215. Appropriated Retained Earnings
216. Unappropriated Retained Earnings
LONG-TERM DEBT
223. Advances From Associated Companies
224. Other Long-Term Debt
OTHER NON-CURRENT LIABILITIES
227. Obligations Under Capital Leases - Non-Current
228.2 Accumulated Provision for Injuries and Damages
228.4 Accumulated Miscellaneous Operating Provisions
CURRENT AND ACCRUED LIABILITIES
231. Notes Payable
232. Accounts Payable
233. Notes Payable to Associated Companies
234. Accounts Payable to Associated Companies
236. Taxes Accrued
237. Interest Accrued
238. Dividends Declared
241. Tax Collections Payable
242. Miscellaneous Current and Accrued Liabilities
243. Obligations Under Capital Leases
DEFERRED CREDITS
253. Other Deferred Credits
254. Other Regulatory Liabilities
282. Accumulated Deferred Income Taxes - Liberalized Depreciation
283. Accumulated Deferred Income Taxes - Other
INCOME ACCOUNTS
OPERATING REVENUES
400. Operating Revenues
OPERATING EXPENSES
401. Cost of Sales
409.1 Income Taxes, Operating Income
410. Provision for Deferred Income Taxes
411. Provision for Deferred Income Taxes - Credit
OTHER INCOME
418. Non-Operating Rental Income
419. Interest and Dividend Income
419.1 Allowance for Funds Used During Construction
421. Miscellaneous Non-Operating Income
421.1 Gain on Disposition of Property
OTHER INCOME DEDUCTIONS
409.2 Income Taxes, Other Income and Deductions
421.2 Loss on Disposition of Property
425. Miscellaneous Non-Operating Expense
426.5 Miscellaneous Income Deductions
INTEREST CHARGES
427. Interest On Long-Term Debt
430. Interest On Debt To Associated Companies
431. Other Interest Expense
EXTRAORDINARY ITEMS
434. Extraordinary Income
435. Extraordinary Deductions
409. Income Taxes, Extraordinary Items
RETAINED EARNINGS ACCOUNTS
216. Unappropriated Retained Earnings (At Beginning of Period)
433. Balance Transferred From Income
436. Appropriations of Retained Earnings
438. Dividends Declared
439. Adjustments To Retained Earnings
216. Unappropriated Retained Earnings (At End of Period)
OPERATION AND MAINTENANCE EXPENSE ACCOUNTS
520-524 Direct Labor - Underground Mines
525-527 Direct Labor - Strip Mining
529-549 Direct Labor - Auger Mining
550 Contractors' Coal Billings
600-601 Indirect Labor - General Inside
602 Indirect Labor - General Outside
603-604 Indirect Labor - Strip Mining
605 Indirect Labor - Coal Haulage
606 Indirect Labor - Preparation
607 Indirect Labor - Training
608 Indirect Labor - Other
609 Maintenance Labor
610 Salaries
611-619 Overtime - Non-UMW
620-629 Overtime Premium - UMW Direct
630-639 Overtime - UMW Indirect
640-649 Operating Supplies
650-659 Repair Parts and Material
660 Utilities
661 Communications
662 Office Expenses
663 Travel
664-666 Employee Benefits - Non-UMW
674-676 Employee Benefits - UMW
681 Black Lung Provisions
682 Dues, Memberships and Subscriptions
683 Donations
684 Outside Services
685 Outside Professional Fees
686 Billed Services - Affiliated Companies
687.1 Depreciation
687.2 Depletion
687.3 Amortization of Mine Development Costs
687.4 Core Drilling and Miscellaneous Preproduction Costs
687.6 Amortization of Leasehold Improvements
687.7 Amortization of Organization Expense
687.8 Rental Expense
688 Royalty and Leases
689 Fines, Assessments, Licenses, Fees and Permits
690 Insurance
691 Property Taxes
692 West Virginia Business and Occupation Tax
693 Sales and Use Taxes
694 Other Taxes
695 Billed Services Out-Affiliated
696 Billed Services Out-Non-Affiliated
697.1 Fringe Benefit Rate Adjustment - Non-UMW
697.2 Fringe Benefit Rate Adjustment - UMW
697.3 Inventory Adjustment - Materials and Supplies
699 Expenses Transferred To and From Balance Sheet
<PAGE>
EXHIBIT G
SEE EXHIBIT 27 FOR FINANCIAL DATA SCHEDULES.
EXHIBIT H
Organization chart showing the relationship of each EWG or foreign
utility company in which the system holds an interest to other system
companies.
Each direct or indirect subsidiary of American Electric Power Company,
Inc. listed below is owned by the company immediately above it not
indented to the same degree. The percentage ownership is 100% except
where noted.
American Electric Power Company, Inc.
AEP Resources, Inc.
AEP Resources International, Ltd.
AEP Pushan Power, LDC (a)
Nanyang General Light Electric Company, Ltd. (FUCO) (b)
AEP Resources Project Management Company. Ltd.
AEP Pushan Power, LDC (a)
Nanyang General Light Electric Company, Ltd. (FUCO) (b)
(a) Owned 99% by AEP Resources International, Ltd. and 1% by AEP
Resources Project Management Company, Ltd.
(b) AEP Pushan Power, LDC owns 70% and the remaining 30% is owned by
two unaffiliated companies.
As of December 31, 1996 the direct or indirect investment as defined
in Rule 53 by AEP Co., Inc. in EWG's and FUCO's was $1,047,000.
<PAGE>
EXHIBIT I
Nanyang General Light Electric Company, Ltd. (NGLE), organized as a
joint venture company in September 1996, was the only foreign utility
company in the AEP System as of December 31, 1996. To date, audited
financial statements are not available, therefore unaudited statements
are included in this filing. At the next U5S filing, for the period
ending December 31, 1997, it is expected that the audited balance
sheet, income statement, and cash flow statement of NGLE will be
available to be included.
The unaudited financial statements are filed confidentially pursuant to
Rule 104(b) of the PUHCA.
<TABLE> <S> <C>
<ARTICLE> OPUR1
<CIK> 0000004904
<NAME> AMERICAN ELECTRIC POWER COMPANY, INC.
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> DEC-31-1996
<BOOK-VALUE> PER-BOOK
<TOTAL-NET-UTILITY-PLANT> 11,420,371
<OTHER-PROPERTY-AND-INVEST> 892,674
<TOTAL-CURRENT-ASSETS> 1,354,881
<TOTAL-DEFERRED-CHARGES> 328,139
<OTHER-ASSETS> 1,889,482
<TOTAL-ASSETS> 15,885,547
<COMMON> 1,282,027
<CAPITAL-SURPLUS-PAID-IN> 1,715,554
<RETAINED-EARNINGS> 1,547,746
<TOTAL-COMMON-STOCKHOLDERS-EQ> 4,545,327
509,900
90,323
<LONG-TERM-DEBT-NET> 4,796,768
<SHORT-TERM-NOTES> 91,293
<LONG-TERM-NOTES-PAYABLE> 0
<COMMERCIAL-PAPER-OBLIGATIONS> 228,402
<LONG-TERM-DEBT-CURRENT-PORT> 86,942
0
<CAPITAL-LEASE-OBLIGATIONS> 324,674
<LEASES-CURRENT> 89,553
<OTHER-ITEMS-CAPITAL-AND-LIAB> 5,122,365
<TOT-CAPITALIZATION-AND-LIAB> 15,885,547
<GROSS-OPERATING-REVENUE> 5,849,234
<INCOME-TAX-EXPENSE> 365,305
<OTHER-OPERATING-EXPENSES> 4,475,957
<TOTAL-OPERATING-EXPENSES> 4,841,262
<OPERATING-INCOME-LOSS> 1,007,972
<OTHER-INCOME-NET> 2,212
<INCOME-BEFORE-INTEREST-EXPEN> 1,010,184
<TOTAL-INTEREST-EXPENSE> 381,328
<NET-INCOME> 587,430
41,426<F1>
<EARNINGS-AVAILABLE-FOR-COMM> 587,430
<COMMON-STOCK-DIVIDENDS> 449,353
<TOTAL-INTEREST-ON-BONDS> 250,063
<CASH-FLOW-OPERATIONS> 1,237,062
<EPS-PRIMARY> $3.14
<EPS-DILUTED> $3.14
<FN>
<F1>Represents preferred stock dividend requirements of
subsidiaries; deducted before computation of net income.
</FN>
</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
<TABLE> <S> <C>
<ARTICLE> OPUR1
<CIK> 0000857571
<NAME> AEP GENERATING COMPANY
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> DEC-31-1996
<BOOK-VALUE> PER-BOOK
<TOTAL-NET-UTILITY-PLANT> 393,725
<OTHER-PROPERTY-AND-INVEST> 6
<TOTAL-CURRENT-ASSETS> 41,880
<TOTAL-DEFERRED-CHARGES> 1,443
<OTHER-ASSETS> 5,857
<TOTAL-ASSETS> 442,911
<COMMON> 1,000
<CAPITAL-SURPLUS-PAID-IN> 44,235
<RETAINED-EARNINGS> 1,886
<TOTAL-COMMON-STOCKHOLDERS-EQ> 47,121
0
0
<LONG-TERM-DEBT-NET> 89,554
<SHORT-TERM-NOTES> 9,575
<LONG-TERM-NOTES-PAYABLE> 0
<COMMERCIAL-PAPER-OBLIGATIONS> 0
<LONG-TERM-DEBT-CURRENT-PORT> 0
0
<CAPITAL-LEASE-OBLIGATIONS> 1,613
<LEASES-CURRENT> 476
<OTHER-ITEMS-CAPITAL-AND-LIAB> 294,572
<TOT-CAPITALIZATION-AND-LIAB> 442,911
<GROSS-OPERATING-REVENUE> 225,892
<INCOME-TAX-EXPENSE> 3,458
<OTHER-OPERATING-EXPENSES> 212,539
<TOTAL-OPERATING-EXPENSES> 215,997
<OPERATING-INCOME-LOSS> 9,895
<OTHER-INCOME-NET> 3,695
<INCOME-BEFORE-INTEREST-EXPEN> 13,590
<TOTAL-INTEREST-EXPENSE> 4,159
<NET-INCOME> 9,431
0
<EARNINGS-AVAILABLE-FOR-COMM> 9,431
<COMMON-STOCK-DIVIDENDS> 9,500
<TOTAL-INTEREST-ON-BONDS> 0
<CASH-FLOW-OPERATIONS> 27,437
<EPS-PRIMARY> 0<F1>
<EPS-DILUTED> 0<F1>
<FN>
<F1> All common stock owned by parent company; no EPS required.
</FN>
</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
<TABLE> <S> <C>
<ARTICLE> OPUR1
<CIK> 0000006879
<NAME> APPALACHIAN POWER COMPANY
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> DEC-31-1996
<BOOK-VALUE> PER-BOOK
<TOTAL-NET-UTILITY-PLANT> 2,935,115
<OTHER-PROPERTY-AND-INVEST> 29,621
<TOTAL-CURRENT-ASSETS> 338,444
<TOTAL-DEFERRED-CHARGES> 56,928
<OTHER-ASSETS> 451,272
<TOTAL-ASSETS> 3,811,380
<COMMON> 260,458
<CAPITAL-SURPLUS-PAID-IN> 575,380
<RETAINED-EARNINGS> 208,472
<TOTAL-COMMON-STOCKHOLDERS-EQ> 1,044,310
190,000
29,815
<LONG-TERM-DEBT-NET> 1,365,834
<SHORT-TERM-NOTES> 0
<LONG-TERM-NOTES-PAYABLE> 0
<COMMERCIAL-PAPER-OBLIGATIONS> 60,700
<LONG-TERM-DEBT-CURRENT-PORT> 8
0
<CAPITAL-LEASE-OBLIGATIONS> 36,857
<LEASES-CURRENT> 15,112
<OTHER-ITEMS-CAPITAL-AND-LIAB> 1,068,744
<TOT-CAPITALIZATION-AND-LIAB> 3,811,380
<GROSS-OPERATING-REVENUE> 1,624,869
<INCOME-TAX-EXPENSE> 80,396
<OTHER-OPERATING-EXPENSES> 1,301,597
<TOTAL-OPERATING-EXPENSES> 1,381,993
<OPERATING-INCOME-LOSS> 242,876
<OTHER-INCOME-NET> 128
<INCOME-BEFORE-INTEREST-EXPEN> 243,004
<TOTAL-INTEREST-EXPENSE> 109,315
<NET-INCOME> 133,689
15,938
<EARNINGS-AVAILABLE-FOR-COMM> 117,751
<COMMON-STOCK-DIVIDENDS> 108,300
<TOTAL-INTEREST-ON-BONDS> 82,082
<CASH-FLOW-OPERATIONS> 275,743
<EPS-PRIMARY> 0<F1>
<EPS-DILUTED> 0<F1>
<FN>
<F1> All common stock owned by parent company; no EPS required.
</FN>
</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
<TABLE> <S> <C>
<ARTICLE> OPUR1
<CIK> 0000022198
<NAME> COLUMBUS SOUTHERN POWER COMPANY
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> DEC-31-1996
<BOOK-VALUE> PER-BOOK
<TOTAL-NET-UTILITY-PLANT> 1,882,984
<OTHER-PROPERTY-AND-INVEST> 24,069
<TOTAL-CURRENT-ASSETS> 178,570
<TOTAL-DEFERRED-CHARGES> 70,274
<OTHER-ASSETS> 385,689
<TOTAL-ASSETS> 2,541,586
<COMMON> 41,026
<CAPITAL-SURPLUS-PAID-IN> 574,709
<RETAINED-EARNINGS> 99,582
<TOTAL-COMMON-STOCKHOLDERS-EQ> 715,317
25,000
0
<LONG-TERM-DEBT-NET> 882,641
<SHORT-TERM-NOTES> 20,000
<LONG-TERM-NOTES-PAYABLE> 0
<COMMERCIAL-PAPER-OBLIGATIONS> 31,800
<LONG-TERM-DEBT-CURRENT-PORT> 14,640
50,000
<CAPITAL-LEASE-OBLIGATIONS> 30,520
<LEASES-CURRENT> 5,614
<OTHER-ITEMS-CAPITAL-AND-LIAB> 766,054
<TOT-CAPITALIZATION-AND-LIAB> 2,541,586
<GROSS-OPERATING-REVENUE> 1,105,683
<INCOME-TAX-EXPENSE> 62,806
<OTHER-OPERATING-EXPENSES> 857,330
<TOTAL-OPERATING-EXPENSES> 920,136
<OPERATING-INCOME-LOSS> 185,547
<OTHER-INCOME-NET> (970)
<INCOME-BEFORE-INTEREST-EXPEN> 184,577
<TOTAL-INTEREST-EXPENSE> 77,469
<NET-INCOME> 107,108
6,029
<EARNINGS-AVAILABLE-FOR-COMM> 101,079
<COMMON-STOCK-DIVIDENDS> 75,876
<TOTAL-INTEREST-ON-BONDS> 59,711
<CASH-FLOW-OPERATIONS> 259,088
<EPS-PRIMARY> 0<F1>
<EPS-DILUTED> 0<F1>
<FN>
<F1> All common stock owned by parent company; no EPS required.
</FN>
</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
<TABLE> <S> <C>
<ARTICLE> OPUR1
<CIK> 0000050172
<NAME> INDIANA MICHIGAN POWER COMPANY
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> DEC-31-1996
<BOOK-VALUE> PER-BOOK
<TOTAL-NET-UTILITY-PLANT> 2,515,776
<OTHER-PROPERTY-AND-INVEST> 645,043
<TOTAL-CURRENT-ASSETS> 283,516
<TOTAL-DEFERRED-CHARGES> 31,457
<OTHER-ASSETS> 421,692
<TOTAL-ASSETS> 3,897,484
<COMMON> 56,584
<CAPITAL-SURPLUS-PAID-IN> 731,272
<RETAINED-EARNINGS> 269,071
<TOTAL-COMMON-STOCKHOLDERS-EQ> 1,056,927
135,000
21,977
<LONG-TERM-DEBT-NET> 1,042,104
<SHORT-TERM-NOTES> 3,900
<LONG-TERM-NOTES-PAYABLE> 0
<COMMERCIAL-PAPER-OBLIGATIONS> 39,600
<LONG-TERM-DEBT-CURRENT-PORT> 0
0
<CAPITAL-LEASE-OBLIGATIONS> 101,225
<LEASES-CURRENT> 29,740
<OTHER-ITEMS-CAPITAL-AND-LIAB> 1,467,011
<TOT-CAPITALIZATION-AND-LIAB> 3,897,484
<GROSS-OPERATING-REVENUE> 1,328,493
<INCOME-TAX-EXPENSE> 86,799
<OTHER-OPERATING-EXPENSES> 1,021,277
<TOTAL-OPERATING-EXPENSES> 1,108,076
<OPERATING-INCOME-LOSS> 220,417
<OTHER-INCOME-NET> 2,729
<INCOME-BEFORE-INTEREST-EXPEN> 223,146
<TOTAL-INTEREST-EXPENSE> 65,993
<NET-INCOME> 157,153
10,681
<EARNINGS-AVAILABLE-FOR-COMM> 146,472
<COMMON-STOCK-DIVIDENDS> 112,508
<TOTAL-INTEREST-ON-BONDS> 41,209
<CASH-FLOW-OPERATIONS> 294,341
<EPS-PRIMARY> 0<F1>
<EPS-DILUTED> 0<F1>
<FN>
<F1> All common stock owned by parent company; no EPS required.
</FN>
</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
<TABLE> <S> <C>
<ARTICLE> OPUR1
<CIK> 0000055373
<NAME> KENTUCKY POWER COMPANY
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> DEC-31-1996
<BOOK-VALUE> PER-BOOK
<TOTAL-NET-UTILITY-PLANT> 664,962
<OTHER-PROPERTY-AND-INVEST> 6,452
<TOTAL-CURRENT-ASSETS> 62,028
<TOTAL-DEFERRED-CHARGES> 11,361
<OTHER-ASSETS> 88,776
<TOTAL-ASSETS> 833,579
<COMMON> 50,450
<CAPITAL-SURPLUS-PAID-IN> 108,750
<RETAINED-EARNINGS> 84,090
<TOTAL-COMMON-STOCKHOLDERS-EQ> 243,290
0
0
<LONG-TERM-DEBT-NET> 293,198
<SHORT-TERM-NOTES> 33,800
<LONG-TERM-NOTES-PAYABLE> 0
<COMMERCIAL-PAPER-OBLIGATIONS> 17,875
<LONG-TERM-DEBT-CURRENT-PORT> 0
0
<CAPITAL-LEASE-OBLIGATIONS> 9,833
<LEASES-CURRENT> 3,017
<OTHER-ITEMS-CAPITAL-AND-LIAB> 232,566
<TOT-CAPITALIZATION-AND-LIAB> 833,579
<GROSS-OPERATING-REVENUE> 323,321
<INCOME-TAX-EXPENSE> 6,452
<OTHER-OPERATING-EXPENSES> 275,526
<TOTAL-OPERATING-EXPENSES> 281,978
<OPERATING-INCOME-LOSS> 41,343
<OTHER-INCOME-NET> (594)
<INCOME-BEFORE-INTEREST-EXPEN> 40,749
<TOTAL-INTEREST-EXPENSE> 23,776
<NET-INCOME> 16,973
0
<EARNINGS-AVAILABLE-FOR-COMM> 16,973
<COMMON-STOCK-DIVIDENDS> 24,264
<TOTAL-INTEREST-ON-BONDS> 14,914
<CASH-FLOW-OPERATIONS> 45,033
<EPS-PRIMARY> 0<F1>
<EPS-DILUTED> 0<F1>
<FN>
<F1> All common stock owned by parent company; no EPS required.
</FN>
</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
<TABLE> <S> <C>
<ARTICLE> OPUR1
<CIK> 0000073986
<NAME> OHIO POWER COMPANY
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> DEC-31-1996
<BOOK-VALUE> PER-BOOK
<TOTAL-NET-UTILITY-PLANT> 2,780,087
<OTHER-PROPERTY-AND-INVEST> 106,485
<TOTAL-CURRENT-ASSETS> 527,628
<TOTAL-DEFERRED-CHARGES> 137,843
<OTHER-ASSETS> 540,123
<TOTAL-ASSETS> 4,092,166
<COMMON> 321,201
<CAPITAL-SURPLUS-PAID-IN> 460,662
<RETAINED-EARNINGS> 584,015
<TOTAL-COMMON-STOCKHOLDERS-EQ> 1,365,878
109,900
38,532
<LONG-TERM-DEBT-NET> 1,002,436
<SHORT-TERM-NOTES> 4,600
<LONG-TERM-NOTES-PAYABLE> 0
<COMMERCIAL-PAPER-OBLIGATIONS> 36,702
<LONG-TERM-DEBT-CURRENT-PORT> 67,293
0
<CAPITAL-LEASE-OBLIGATIONS> 107,132
<LEASES-CURRENT> 24,153
<OTHER-ITEMS-CAPITAL-AND-LIAB> 1,335,540
<TOT-CAPITALIZATION-AND-LIAB> 4,092,166
<GROSS-OPERATING-REVENUE> 1,911,708
<INCOME-TAX-EXPENSE> 124,663
<OTHER-OPERATING-EXPENSES> 1,489,884
<TOTAL-OPERATING-EXPENSES> 1,614,547
<OPERATING-INCOME-LOSS> 297,161
<OTHER-INCOME-NET> 6,374
<INCOME-BEFORE-INTEREST-EXPEN> 303,535
<TOTAL-INTEREST-EXPENSE> 85,880
<NET-INCOME> 217,655
8,778
<EARNINGS-AVAILABLE-FOR-COMM> 208,877
<COMMON-STOCK-DIVIDENDS> 142,856
<TOTAL-INTEREST-ON-BONDS> 52,147
<CASH-FLOW-OPERATIONS> 371,601
<EPS-PRIMARY> 0<F1>
<EPS-DILUTED> 0<F1>
<FN>
<F1> All common stock owned by parent company; no EPS required.
</FN>
</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
<TABLE> <S> <C>
<ARTICLE> OPUR1
<CIK> 0000055986
<NAME> KINGSPORT POWER COMPANY
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> DEC-31-1996
<BOOK-VALUE> PER-BOOK
<TOTAL-NET-UTILITY-PLANT> 53,578
<OTHER-PROPERTY-AND-INVEST> 150
<TOTAL-CURRENT-ASSETS> 21,171
<TOTAL-DEFERRED-CHARGES> 134
<OTHER-ASSETS> 5,389
<TOTAL-ASSETS> 80,422
<COMMON> 4,100
<CAPITAL-SURPLUS-PAID-IN> 8,800
<RETAINED-EARNINGS> 7,607
<TOTAL-COMMON-STOCKHOLDERS-EQ> 20,507
0
0
<LONG-TERM-DEBT-NET> 25,000
<SHORT-TERM-NOTES> 5,225
<LONG-TERM-NOTES-PAYABLE> 0
<COMMERCIAL-PAPER-OBLIGATIONS> 0
<LONG-TERM-DEBT-CURRENT-PORT> 0
0
<CAPITAL-LEASE-OBLIGATIONS> 1,233
<LEASES-CURRENT> 246
<OTHER-ITEMS-CAPITAL-AND-LIAB> 28,211
<TOT-CAPITALIZATION-AND-LIAB> 80,422
<GROSS-OPERATING-REVENUE> 84,873
<INCOME-TAX-EXPENSE> 1,328
<OTHER-OPERATING-EXPENSES> 78,596
<TOTAL-OPERATING-EXPENSES> 79,924
<OPERATING-INCOME-LOSS> 4,949
<OTHER-INCOME-NET> 252
<INCOME-BEFORE-INTEREST-EXPEN> 5,201
<TOTAL-INTEREST-EXPENSE> 2,574
<NET-INCOME> 2,627
0
<EARNINGS-AVAILABLE-FOR-COMM> 2,627
<COMMON-STOCK-DIVIDENDS> 2,088
<TOTAL-INTEREST-ON-BONDS> 0
<CASH-FLOW-OPERATIONS> 3,837
<EPS-PRIMARY> 0 <F1>
<EPS-DILUTED> 0 <F1>
<FN>
<F1> All common stock owned by parent company; no EPS required.
</FN>
</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
<TABLE> <S> <C>
<ARTICLE> OPUR1
<CIK> 0000106617
<NAME> WHEELING POWER COMPANY
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> DEC-31-1996
<BOOK-VALUE> PER-BOOK
<TOTAL-NET-UTILITY-PLANT> 55,669
<OTHER-PROPERTY-AND-INVEST> 3,094
<TOTAL-CURRENT-ASSETS> 11,315
<TOTAL-DEFERRED-CHARGES> 1,619
<OTHER-ASSETS> 16,192
<TOTAL-ASSETS> 87,889
<COMMON> 2,428
<CAPITAL-SURPLUS-PAID-IN> 12,596
<RETAINED-EARNINGS> 6,048
<TOTAL-COMMON-STOCKHOLDERS-EQ> 21,072
0
0
<LONG-TERM-DEBT-NET> 26,000
<SHORT-TERM-NOTES> 6,675
<LONG-TERM-NOTES-PAYABLE> 0
<COMMERCIAL-PAPER-OBLIGATIONS> 0
<LONG-TERM-DEBT-CURRENT-PORT> 0
0
<CAPITAL-LEASE-OBLIGATIONS> 3,589
<LEASES-CURRENT> 595
<OTHER-ITEMS-CAPITAL-AND-LIAB> 29,958
<TOT-CAPITALIZATION-AND-LIAB> 87,889
<GROSS-OPERATING-REVENUE> 85,882
<INCOME-TAX-EXPENSE> 1,848
<OTHER-OPERATING-EXPENSES> 79,990
<TOTAL-OPERATING-EXPENSES> 81,838
<OPERATING-INCOME-LOSS> 4,044
<OTHER-INCOME-NET> (106)
<INCOME-BEFORE-INTEREST-EXPEN> 3,938
<TOTAL-INTEREST-EXPENSE> 2,083
<NET-INCOME> 1,855
0
<EARNINGS-AVAILABLE-FOR-COMM> 1,855
<COMMON-STOCK-DIVIDENDS> 2,376
<TOTAL-INTEREST-ON-BONDS> 0
<CASH-FLOW-OPERATIONS> 4,806
<EPS-PRIMARY> 0 <F1>
<EPS-DILUTED> 0 <F1>
<FN>
<F1> All common stock owned by parent company; no EPS required.
</FN>
</TABLE>
