<PAGE>
UNITED STATES OF AMERICA
before the
SECURITIES AND EXCHANGE COMMISSION
- ----------------------------------------------
:
In the Matter of :
:
AMERICAN ELECTRIC POWER COMPANY, INC. : CERTIFICATE
Columbus, Ohio 43215 : OF
: NOTIFICATION
(70-5943) :
:
PUBLIC UTILITY HOLDING COMPANY ACT OF 1935 :
- ----------------------------------------------:
THIS IS TO CERTIFY that, in accordance with the terms and conditions of
and for the purposes represented by the declaration, as amended, of American
Electric Power Company, Inc. (the "Company") in the above-captioned file and the
orders of the Securities and Exchange Commission with respect thereto (HCAR No.
19879, dated February 8, 1977; HCAR No. 19992, dated April 19, 1977; HCAR No.
20111, dated July 14, 1977; HCAR No. 20506, dated April 19, 1978; HCAR No.
20979, dated March 29, 1979; HCAR No. 21180, dated August 8, 1979; HCAR No.
21544, dated May 1, 1980; HCAR No. 22113, dated June 30, 1981; HCAR No. 22539,
dated June 15, 1982; HCAR No. 22989, dated June 29, 1983; HCAR No. 23353, dated
June 29, 1984; HCAR No. 23538, dated December 19, 1984; HCAR No. 23754, dated
July 1, 1985; HCAR No. 23980, dated January 3, 1986; HCAR No. 24534, dated
December 18, 1987, HCAR No. 25233, dated December 27, 1990, HCAR No. 25936,
dated December 1, 1993, HCAR No. 26516 dated May 10, 1996 and HCAR No. 26553,
dated August 13, 1996) during the period from April 1, 1999, through June 30,
1999, the Company issued a total of 358,488 shares of its Common Stock, $6.50
par value ("Common Stock"), to Stanley & Co. [a nominee of First Chicago Trust
Company of New York ("First Chicago")], at a total purchase price of
$15,033,906.08, for the accounts of participants in the Company's Dividend
Reinvestment and Direct Stock Purchase Plan (the "Plan"). During such period,
First Chicago, as Agent under the Plan, also purchased on the open market for
the accounts of participants a total of -0- shares of the Company's Common
Stock, at a total purchase price of $-0-. These transactions are set forth in
more detail in the attached Schedule I, incorporated herein by reference.
Attached hereto is Schedule II, which provides a summary of the total
expenses incurred, directly or indirectly, by the Company in connection with the
operation of the Plan for the year ending December 31, 1998.
AMERICAN ELECTRIC POWER COMPANY, INC.
By: /s/ Henry W. Fayne
Vice President
Dated: July 16, 1999
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SCHEDULE I
to
CERTIFICATE OF NOTIFICATION (#70-5943)
of
AMERICAN ELECTRIC POWER COMPANY, INC.
For the Period April 1 - June 30, 1999
TRANSACTIONS THIS PERIOD:
- Original Issue Shares -
Shares Price Total
Period Issued Per Share Purchase Price
04/06/99 8,006 $ 40.188 $ 321,745.13
04/13/99 10,677 39.838 425,350.33
04/20/99 10,853 39.869 432,698.26
04/27/99 5,923 41.006 242,878.54
05/04/99 7,219 41.194 297,379.49
05/11/99 3,813 41.256 157,309.13
05/18/99 5,302 41.750 221,358.50
05/25/99 1,907 42.888 81,787.42
06/01/99 1,435 43.163 61,938.91
06/08/99 3,766 42.350 159,490.10
06/10/99 283,890 42.188 11,976,751.22
06/15/99 9,922 41.963 416,356.89
06/22/99 2,659 42.781 113,754.68
06/29/99 3,116 40.150 125,107.40
Total O/I Purch. 358,488 $ 15,033,906.08
======= ===============
- Open Market Purchases -
Shares Average Price Total
Date Purchased Per Share Purchase Price
Total O/M Purch. -0- $ -0-
========= ======
- Total Activity This Period -
Shares Total
Purchased Purchase Price
O/I Shares 358,488 $15,033,906.08
O/M Purchases -0- -0-
Total Activity 358,488 $15,033,906.08
======= =============
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SCHEDULE I to CERTIFICATE OF PAGE 2
NOTIFICATION (#70-5943) of
AMERICAN ELECTRIC POWER COMPANY, INC.
For the Period April 1 - June 30, 1999
CUMULATIVE SUMMARY OF TRANSACTIONS:
- Original Issue Shares -
Shares Total
Issued Purchase Price
Totals from last report 46,965,396 $977,034,344.21
Transactions this period 358,488 15,033,906.08
---------- --------------
Total Original Issue Shares 47,323,884 $992,068,250.29
- Open Market Purchases -
Shares Total
Purchased Purchase Price
Totals from last report 19,933,897 $604,795,081.99
Transactions this period -0- -0-
Total Open Market Purchases 19,933,897 $604,795,081.99
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SCHEDULE II
to
CERTIFICATE OF NOTIFICATION (#70-5943)
of
AMERICAN ELECTRIC POWER COMPANY, INC.
Summary of Plan Expenses
for the year ended
December 31, 1998
Fees and expenses of First Chicago Trust Company of New York, the Plan agent:
Brokers' fees for purchase of shares $ 837
Account maintenance charges *
Postage 82,608
Printing expenses - DPR statement form,
authorization cards, envelopes, and
enclosing costs 34,667
Total $118,112
Average number of participants in the
Plan during the year 50,312
* In prior years, the amount was separately identified in the billings from
our transfer agent. However, beginning in 1991, we negotiated an
all-encompassing fixed fee with the transfer agent for all transfer services
it provides. Accordingly, it is not possible to separately identify this
amount. The charge is approximately $5.00 per account.
