File No. 70-9145
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
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AMENDMENT NO. 7
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.
AEP RESOURCES, INC.
AEP RESOURCES SERVICE COMPANY
AEP ENERGY SERVICES, INC.
1 Riverside Plaza, Columbus, Ohio 43215 (Name of company or
companies filing this statement
and addresses of principal executive offices)
* * *
AMERICAN ELECTRIC POWER COMPANY, INC.
1 Riverside Plaza, Columbus, Ohio 43215
(Name of top registered holding company
parent of each applicant or declarant)
* * *
Susan Tomasky, General Counsel
AMERICAN ELECTRIC POWER SERVICE CORPORATION
1 Riverside Plaza, Columbus, Ohio 43215
Jeffrey D. Cross, General Counsel
AEP RESOURCES, INC.
1 Riverside Plaza, Columbus, Ohio 43215 (Names and addresses
of agents for service)
American Electric Power Company, Inc. ("American"), a holding company
registered under the Public Utility Holding Company Act of 1935, as amended
("1935 Act"), AEP Resources, Inc. ("Resources"), AEP Resources Service
Company and AEP Energy Services, Inc. ("AEPES") wholly-owned non-utility
subsidiaries of American, hereby amend their Application or Declaration on
Form U-1 in File No. 70-9145 as follows:
1. By amending and restating Item 1C:
"C. Compliance with Rule 54
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 September 30, 1999, American, through its
subsidiary, Resources, had aggregate investment in FUCOs of $826,228,000.
This investment represents approximately 48.3% of $1,711,072,000, the
average of the consolidated retained earnings of American reported on
Forms 10-Q and 10-K for the four consecutive quarters ended September 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 utility
subsidiaries 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 ($1,711,072,000) represented an increase of
approximately $56,487,000 (or 3.4%) in the average consolidated retained
earnings from the previous four quarterly periods ($1,654,585,000); and
(iii) for the fiscal year ended December 31, 1998, American did not report
operating losses attributable to its 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 its utility subsidiaries or their customers, or on the
ability of state commissions to protect such utility subsidiaries or
their customers. "
2. By adding the following paragraph to the end of Item 2. FEES,
COMMISSIONS and EXPENSES:
"The fees, commissions and expenses incurred or expected to be
incurred in connection with the transactions proposed in this Amendment
are estimated not to exceed $2,000."
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.
AEP ENERGY SERVICES, INC.
AEP RESOURCES SERVICE COMPANY
AEP RESOURCES, INC.
By__/s/ A. A. Pena__________________
Treasurer
Dated: January 19, 2000
