File No. 70-8779
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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POST-EFFECTIVE AMENDMENT NO. 11
TO
FORM U-1
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APPLICATION OR DECLARATION
under the
PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
* * *
AMERICAN ELECTRIC POWER COMPANY, INC.
1 Riverside Plaza, Columbus, Ohio 43215
AMERICAN ELECTRIC POWER SERVICE CORPORATION
1 Riverside Plaza, Columbus, Ohio 43215
APPALACHIAN POWER COMPANY
40 Franklin Road, Roanoke, Virginia 24022
COLUMBUS SOUTHERN POWER COMPANY
215 North Front Street, Columbus, Ohio 43215
INDIANA MICHIGAN POWER COMPANY
One Summit Square, Fort Wayne, Indiana 46801
KENTUCKY POWER COMPANY
1701 Central Avenue, Ashland, Kentucky 41101
KINGSPORT POWER COMPANY
422 Broad Street, Kingsport, Tennessee 37660
OHIO POWER COMPANY
339 Cleveland Avenue, S.W., Canton, Ohio 44702
WHEELING POWER COMPANY
51 - 16th Street, Wheeling, West Virginia 26003 (Name of company
or companies filing this statement
and addresses of principal executive offices)
* * *
AMERICAN ELECTRIC POWER COMPANY, INC.
1 Riverside Plaza, Columbus, Ohio 43215
(Name of top registered holding company
parent of each applicant or declarant)
* * *
Susan Tomasky, General Counsel
AMERICAN ELECTRIC POWER SERVICE CORPORATION
1 Riverside Plaza, Columbus, Ohio 43215 (Name and address of
agent for service)
American Electric Power Company, Inc. ("American"), a holding company
registered under the Public Utility Holding Company Act of 1935 ("1935 Act"),
and American Electric Power Service Corporation, Appalachian Power Company,
Columbus Southern Power Company, Kentucky Power Company, Kingsport Power
Company, Indiana Michigan Power Company, Ohio Power Company and Wheeling Power
Company (sometimes collectively referred to herein as "Applicants") hereby amend
their Application or Declaration on Form U-1 in File No. 70-8779 as follows:
1. By adding the following paragraphs to the end of Item 1C:
"By orders dated September 13, 1996 (HCAR No. 26572), September
27, 1996 (HCAR No. 26583), May 2, 1997 (HCAR No. 26713) (the 'May Order'),
November 30, 1998 (HCAR No. 26947) and April 7, 1999 (HCAR No. 26998),
American was authorized to form direct or indirect nonutility subsidiaries
to broker and market electric power, natural and manufactured gas,
emission allowances, coal, oil, refined petroleum products and natural gas
liquids. In addition, American has authority to guarantee through December
31, 2002 up to $200 million of debt and up to $200 million of other
obligations of such subsidiaries (collectively, the 'Guarantee Authority')
The Guarantee Authority was expanded to permit American to guarantee the
debt and other obligations of any subsidiary acquired or established under
Rule 58.
American now requests to increase such authorization to (i)
guarantee debt of such subsidiaries to third parties in an amount not to
exceed $400,000,000 through June 30, 2004 and (ii) guarantee other
obligations of such subsidiaries to third parties in an amount not to
exceed $400,000,000 through June 30, 2004. Guaranties may take the form of
an agreement by American to guarantee, undertake reimbursement
obligations, assume liabilities or other obligations with respect to, or
act as surety on, bonds, letters of credit, equity commitments,
performance and other obligations. The authority sought herein is
necessary because American is active in the development and expansion of
its energy-related non-utility businesses. At the current time, American
is investigating various opportunities. All other terms relating to
American's authority to guarantee such subsidiaries' debt and other
obligations, as set forth in the Orders, remain unchanged. As of June 30,
1999, American's investment limitation under Rule 58 was $1,975,329,000."
2. By amending and restating Item 1D as follows:
"Rule 54 provides that in determining whether to approve certain
transactions other than those involving an exempt wholesale generator
('EWG') or a foreign utility company ('FUCO'), as defined in the 1935 Act,
the Commission will not consider the effect of the capitalization or
earnings of any subsidiary which is an EWG or FUCO if Rule 53(a), (b) and
(c) are satisfied. As set forth below, all applicable conditions of Rule
53(a) are currently satisfied and none of the conditions set forth in Rule
53(b) exist or will exist as a result of the transactions proposed herein,
thereby satisfying such provision and making Rule 53(c) inapplicable.
Rule 53(a)(1). As of June 30, 1999, American, through its
subsidiary, AEP Resources, Inc. had aggregate investment in FUCOs of
$826,236,000. This investment represents approximately 48.5% of
$1,705,250,000, the average of the consolidated retained earnings of
American reported on Forms 10-Q and 10-K for the four consecutive quarters
ended June 30, 1999.
Rule 53(a)(2). Each FUCO in which American invests will maintain
books and records and make available the books and records required by
Rule 53(a)(2).
Rule 53(a)(3). No more than 2% of the employees of the Operating
Companies of American will, at any one time, directly or indirectly,
render services to any FUCO.
Rule 53(a)(4). American has submitted and will submit a copy of Item
9 and Exhibits G and H of American's Form U5S to each of the public
service commissions having jurisdiction over the retail rates of
American's Utility Subsidiaries.
Rule 53(b). (i) Neither American nor any subsidiary of American is
the subject of any pending bankruptcy or similar proceeding; (ii)
American's average consolidated retained earnings for the four most recent
quarterly periods ($1,705,250,000) represented an increase of
approximately $84,051,000 (or 5%) in the average consolidated retained
earnings from the previous four quarterly periods ($1,621,199,000); and
(iii) for the fiscal year ended December 31, 1998, American did not report
operating losses attributable to American's direct or indirect investments
in EWGs and FUCOs.
American was authorized to invest up to 100% of its consolidated
retained earnings in EWGs and FUCOs (HCAR No. 26864, April 27, 1998) (the
'100% Order') in File No. 70-9021. In connection with its consideration of
American's application for the 100% Order, the Commission reviewed
American's procedures for evaluating EWG or FUCO investments. Based on
projected financial ratios and on procedures and conditions established to
limit the risks to American involved with investments in EWGs and FUCOs,
the Commission determined that permitting American to invest up to 100% of
its consolidated retained earnings in EWGs and FUCOs would not have a
substantial adverse impact upon the financial integrity of American, nor
would it have an adverse impact on any of the utility subsidiaries or
their customers, or on the ability of state commissions to protect the
utility subsidiaries or their customers. Since similar considerations are
involved hereunder with respect to Rule 54, Applicants should not be
required to make subsequent Rule 54 filings once American's aggregate
investment in EWGs and FUCOs exceeds 50% of its consolidated retained
earnings." 3. By adding the following statement to the end of ITEM 2.
FEES, COMMISSIONS AND EXPENSES:
"No additional expenses are expected to be incurred in connection
with this Post-Effective Amendment No. 11."
SIGNATURE
Pursuant to the requirements of the Public Utility Holding Company Act of
1935, the undersigned companies have duly caused this statement to be signed on
their behalf by the undersigned thereunto duly authorized.
AMERICAN ELECTRIC POWER COMPANY, INC.
AMERICAN ELECTRIC POWER SERVICE CORPORATION
APPALACHIAN POWER COMPANY
COLUMBUS SOUTHERN POWER COMPANY
INDIANA MICHIGAN POWER COMPANY
KENTUCKY POWER COMPANY
KINGSPORT POWER COMPANY
OHIO POWER COMPANY
WHEELING POWER COMPANY
By /s/ A. A. Pena
Treasurer
Dated: October 14, 1999
