<PAGE>
FORM 10-Q
SECURlTlES AND EXCHANGE COMMlSSlON
WASHINGTON, D. C. 20549
Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the quarterly period ended
June 30, 1995 Commission File Number 1-3132-2
INDIANAPOLIS POWER & LIGHT COMPANY
(Exact name of Registrant as specified in its charter)
Indiana 35-0413620
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
25 Monument Circle
Indianapolis, Indiana 46204
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 317-261-8261
Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding 12 months (or for such
shorter period that the Registrant was required to file such reports),
and (2) has been subject to the filing requirements for at least the
past 90 days. Yes X No
---------- ----------
Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date.
Class Outstanding At June 30, 1995
----- ----------------------------
Common (Without Par Value) 17,206,630 Shares
<PAGE>1
INDIANAPOLIS POWER & LIGHT COMPANY
----------------------------------
INDEX
-----
Page No.
--------
PART I. FINANCIAL INFORMATION
- -------------------------------
Statements of Income - Three Months Ended and
Six Months Ended June 30, 1995 and 1994 2
Balance Sheets - June 30, 1995 and
December 31, 1994 3
Statements of Cash Flows -
Six Months Ended June 30, 1995 and 1994 4
Notes to Financial Statements 5
Management's Discussion and Analysis of
Financial Condition and Results of Operations 6-10
PART II. OTHER INFORMATION 11-14
- ---------------------------
<PAGE>2
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
<TABLE>
INDIANAPOLIS POWER & LIGHT COMPANY
Statements of Income
(In Thousands)
(Unaudited)
<CAPTION>
Three Months Ended Six Months Ended
June 30 June 30
1995 1994 1995 1994
-------------- -------------- -------------- --------------
<S> <C> <C> <C> <C>
OPERATING REVENUES:
Electric $ 151,814 $ 153,004 $ 316,161 $ 321,906
Steam 7,838 8,133 19,009 20,409
-------------- -------------- -------------- --------------
Total operating revenues 159,652 161,137 335,170 342,315
-------------- -------------- -------------- --------------
OPERATING EXPENSES:
Operation:
Fuel 39,174 40,736 82,841 85,324
Other 27,813 25,964 55,228 52,594
Power purchased 5,033 4,692 8,912 9,860
Purchased steam 1,434 1,819 3,418 4,019
Maintenance 16,257 20,831 30,948 35,846
Depreciation and amortization 21,510 20,727 42,891 40,948
Taxes other than income taxes 7,450 7,383 16,085 15,370
Income taxes - net 10,383 9,545 25,971 27,394
-------------- -------------- -------------- --------------
Total operating expenses 129,054 131,697 266,294 271,355
-------------- -------------- -------------- --------------
OPERATING INCOME 30,598 29,440 68,876 70,960
-------------- -------------- -------------- --------------
OTHER INCOME AND (DEDUCTIONS):
Allowance for equity funds used during construction 1,298 749 2,349 1,612
Other - net (675) (455) (1,054) (608)
Income taxes - net 76 162 261 481
-------------- -------------- -------------- --------------
Total other income - net 699 456 1,556 1,485
-------------- -------------- -------------- --------------
INCOME BEFORE INTEREST CHARGES 31,297 29,896 70,432 72,445
-------------- -------------- -------------- --------------
INTEREST CHARGES:
Interest 12,568 11,761 25,391 23,897
Allowance for borrowed funds used during construction (1,382) (1,067) (2,682) (2,217)
-------------- -------------- -------------- --------------
Total interest charges 11,186 10,694 22,709 21,680
-------------- -------------- -------------- --------------
NET INCOME 20,111 19,202 47,723 50,765
PREFERRED DIVIDEND REQUIREMENTS 796 796 1,591 1,591
-------------- -------------- -------------- --------------
INCOME APPLICABLE TO COMMON STOCK $ 19,315 $ 18,406 $ 46,132 $ 49,174
============== ============== ============== ==============
See notes to financial statements.
</TABLE>
<PAGE>3
<TABLE>
INDIANAPOLIS POWER & LIGHT COMPANY
Balance Sheets
(In Thousands)
(Unaudited)
<CAPTION>
June 30 December 31
1995 1994
----------------- -----------------
ASSETS
------
<S> <C> <C>
UTILITY PLANT:
Utility plant in service $ 2,474,059 $ 2,415,531
Less accumulated depreciation 951,395 916,943
----------------- -----------------
Utility plant in service - net 1,522,664 1,498,588
Construction work in progress 216,639 191,010
Property held for future use 22,201 22,174
----------------- -----------------
Utility plant - net 1,761,504 1,711,772
----------------- -----------------
OTHER PROPERTY -
At cost, less accumulated depreciation 4,038 2,898
----------------- -----------------
CURRENT ASSETS:
Cash and cash equivalents 6,602 7,835
Accounts receivable (less allowance for doubtful
accounts 1995, $938 and 1994, $743) 48,228 47,978
Fuel - at average cost 42,449 37,161
Materials and supplies - at average cost 56,565 55,642
Prepayments and other current assets 2,640 8,176
----------------- -----------------
Total current assets 156,484 156,792
----------------- -----------------
DEFERRED DEBITS:
Unamortized Petersburg Unit 4 carrying charges 32,689 32,521
Unamortized redemption premiums and expenses on debt 28,405 27,577
Other regulatory assets 65,801 53,661
Miscellaneous 7,909 6,876
----------------- -----------------
Total deferred debits 134,804 120,635
----------------- -----------------
TOTAL $ 2,056,830 $ 1,992,097
================= =================
<PAGE>3 continued
CAPITALIZATION AND LIABILITIES
------------------------------
CAPITALIZATION:
Common shareholder's equity:
Common stock $ 324,537 $ 324,537
Premium on 4% cumulative preferred stock 1,363 1,363
Retained earnings 405,152 399,862
----------------- -----------------
Total common shareholder's equity 731,052 725,762
Cumulative preferred stock 51,898 51,898
Long-term debt (less current maturities
and sinking fund requirements) 638,985 654,121
----------------- -----------------
Total capitalization 1,421,935 1,431,781
----------------- -----------------
CURRENT LIABILITIES:
Notes payable - banks and commercial paper 73,700 26,400
Current maturities and sinking fund requirements 15,150 350
Accounts payable and accrued expenses 95,234 95,957
Dividends payable 21,233 20,834
Payrolls accrued 4,079 4,475
Taxes accrued 19,023 16,787
Interest accrued 14,890 14,859
Other current liabilities 12,453 8,823
----------------- -----------------
Total current liabilities 255,762 188,485
----------------- -----------------
DEFERRED CREDITS AND OTHER LONG-TERM LIABILITIES:
Accumulated deferred income taxes - net 290,448 282,062
Unamortized investment tax credit 52,128 53,762
Accrued postretirement benefits 34,420 34,517
Miscellaneous 2,137 1,490
----------------- -----------------
Total deferred credits and other long-term liabilities 379,133 371,831
----------------- -----------------
COMMITMENTS AND CONTINGENCIES (NOTE 5)
TOTAL $ 2,056,830 $ 1,992,097
================= =================
See notes to financial statements.
</TABLE>
<PAGE>4
<TABLE>
INDIANAPOLIS POWER & LIGHT COMPANY
Statements of Cash Flows
(In Thousands)
(Unaudited)
<CAPTION>
Six Months Ended
June 30
1995 1994
-------------- --------------
<S> <C> <C>
CASH FLOWS FROM OPERATIONS:
Net income $ 47,723 $ 50,765
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation and amortization 43,468 41,761
Deferred income taxes and investment tax credit adjustments, net 2,272 (575)
Allowance for funds used during construction (5,031) (3,829)
Debt issuance costs and premiums on redemptions of debt (1,406) (3,616)
Decrease (increase) in certain assets:
Accounts receivable (250) 6,831
Fuel, materials and supplies (6,211) (309)
Other current assets 5,536 640
Increase (decrease) in certain liabilities:
Accounts payable (723) 9,690
Taxes accrued 2,236 (4,599)
Other current liabilities 3,898 6,220
-------------- --------------
Net cash provided by operating activities 91,512 102,979
-------------- --------------
CASH FLOWS FROM INVESTING:
Construction expenditures (86,602) (67,087)
Other (11,072) (428)
-------------- --------------
Net cash used in investing activities (97,674) (67,515)
-------------- --------------
CASH FLOWS FROM FINANCING:
Issuance of long-term debt 40,000 180,000
Retirement of long-term debt (40,350) (78,429)
Short-term debt - net 47,300 (85,000)
Dividends paid (42,021) (40,809)
-------------- --------------
Net cash provided by (used in) financing activities 4,929 (24,238)
-------------- --------------
Net increase (decrease) in cash and cash equivalents (1,233) 11,226
Cash and cash equivalents at beginning of period 7,835 8,349
-------------- --------------
Cash and cash equivalents at end of period $ 6,602 $ 19,575
============== ==============
Supplemental disclosures of cash flow information:
Cash paid during the period for:
Interest (net of amount capitalized) $ 22,942 $ 18,324
============== ==============
Income taxes $ 17,467 $ 30,030
============== ==============
See notes to financial statements.
</TABLE>
<PAGE>5
INDIANAPOLIS POWER & LIGHT COMPANY
----------------------------------
NOTES TO FINANCIAL STATEMENTS
-----------------------------
1. Indianapolis Power & Light Company is a subsidiary of IPALCO
Enterprises, Inc.
2. In the opinion of management these statements reflect all adjustments,
consisting of only normal recurring accruals, which are necessary to a
fair statement of the results for the interim periods covered by such
statements. Due to the seasonal nature of the electric utility
business, the annual results are not generated evenly by quarter during
the year. Certain amounts from prior year financial statements have
been reclassified to conform to the current year presentation. These
financial statements and notes should be read in conjunction with the
audited financial statements included in IPL's 1994 Annual Report on
Form 10-K.
3. LONG-TERM DEBT
On February 9, 1995, IPL issued First Mortgage Bonds, 6 5/8% Series,
due 2024, in the principal amount of $40 million. The net proceeds
were used to redeem on March 15, 1995, IPL's $40 million First Mortgage
Bonds, 10 5/8% Series, due 2014, at a redemption price of 102%.
Accrued interest was also paid at the time of redemption.
4. RATE MATTERS
On July 21, 1995, IPL and the other parties to IPL's pending $88-
million retail electric rate case presented a Settlement Agreement to
the Indiana Utility Regulatory Commission (IURC). Under terms of this
agreement, which requires IURC approval, new rates will be implemented
in two steps to produce additional annual revenues of $35 million in
step 1 and $25 million in step 2. If the IURC approves the Settlement
Agreement, the step 1 increase is expected to become effective
approximately September 1, 1995. The step 2 increase becomes effective
June 30, 1996, conditioned on IPL certifying that the flue gas
desulfurization units (scrubbers) at the Petersburg Generating Station are
in service. IPL last received an electric general rate increase order
in 1986.
5. COMMITMENTS AND CONTINGENCIES (See Item 1. Legal Proceedings of Part II
-- Other Information)
<PAGE>6
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
LIQUIDITY AND CAPITAL RESOURCES
Overview
- --------
The Board of Directors of Indianapolis Power & Light Company (IPL) on
May 30, 1995, declared a quarterly dividend on common stock of $20,422,892.
The dividend was paid by IPL to IPALCO Enterprises, Inc. in July, 1995.
IPL's capital requirements are primarily related to construction
expenditures needed to meet customers needs for electric and steam, as well
as expenditures for compliance for the federal Clean Air Act. Construction
expenditures (excluding allowance for funds used during construction) totaled
$42.2 million during the second quarter ended June 30, 1995, representing a
$2.6 million increase from the comparable period in 1994. This increase is
mostly related to the construction of scrubbers at IPL's Petersburg Generating
Station scheduled to be in-service in mid-1996. Internally generated cash
provided by IPL's operations and the issuance of short-term debt were used
for construction expenditures during the second quarter of 1995. Construction
expenditures (excluding allowance for funds used during construction) totaled
$86.6 million during the six months ended June 30, 1995, representing a $19.5
million increase from the comparable period in 1994 due to the construction
of the Petersburg Generating Station scrubbers during 1995. Internally
generated cash provided by IPL's operations and the issuance of short-term
debt were used for construction expenditures during the first six months of
1995. Assuming IURC approval of IPL's electric rate settlement, IPL
anticipates improved liquidity and currently faces no liquidity problems.
The five-year construction program has had no changes to what was
previously reported in IPL's 1994 Form 10-K report. (See "Cost of
Construction Program" in Item 7 of Management's Discussion and Analysis of
Financial Condition and Results of Operations in IPL's 1994 Form 10-K
report for further discussion).
On February 9, 1995, IPL issued First Mortgage Bonds in the principal
amount of $40 million to replace comparable bonds that were at a higher
rate.
Future Rate Relief
- ------------------
On July 21, 1995, IPL and the other parties to IPL's pending $88-million
retail electric rate case presented a Settlement Agreement to the IURC. The
agreement will raise IPL's retail electric rates $60 million a year in two
steps. Step 1 will produce additional annual revenues of $35 million
beginning approximately September 1, 1995, if the agreement is approved by
the IURC. Step 2 will generate additional annual revenues of $25 million
beginning June 30, 1996, conditioned upon certification that IPL's two
scrubbers at the Petersburg Generating Station are in service.
<PAGE>7
Under terms of the agreement, IPL will not seek another increase until
after July 1, 1997, at the earliest. IPL also has agreed not to file a
request to build any large, base-load generating capacity before January 1,
2000. This provision can be waived in extreme circumstances. In addition,
the parties agreed to resolve pending litigation involving IPL's Clean Air
Act compliance plan.
IPL last received an order from the IURC authorizing an increase in
electric basic rates and charges in August, 1986.
New Indiana Regulation
- ----------------------
On April 26, 1995, changes to existing Indiana utility regulatory laws
were enacted which increase the period to be used in Indiana's quarterly
earnings test from one year to five years and allow the IURC to consider
alternate forms of regulation. The quarterly earnings test is applicable
to all Indiana electric and gas utilities. The extension of the test
period will allow utilities, which can be significantly affected by weather
conditions, to average high and low periods when computing the quarterly
earnings test.
RESULTS OF OPERATIONS
Comparison of Quarters Ended June 30, 1995 and June 30, 1994
------------------------------------------------------------
Income applicable to common stock increased $.9 million during the
second quarter of 1995 from the comparable 1994 period. The following
discussion highlights the factors contributing to this result.
Operations
- ----------
Electric operating revenues decreased $1.2 million this quarter
compared to the same period one year ago. Cooling degree days in the
Indianapolis area were down 25 percent for the second quarter, compared to
the same period in 1994. Kilowatthour (KWH) sales to less weather-
sensitive industrial customers, however, increased 2.4%. Contributing to
the decreased revenues was a decrease of $1.7 million in fuel cost
adjustment recoveries. This decrease was partially offset by increases in
retail electric KWH sales of $.3 million and miscellaneous revenues of $.2
million. The following table is a summary of KWH sales to each customer
class:
Retail KWH Sales By Customer Class
In Millions of KWHs
Three Months Ended June 30,
1995 1994 % Change
------- ------- ---------
Residential 816.9 844.3 (3.2)%
Commercial 480.2 491.0 (2.2)
Industrial 1,580.1 1,543.2 2.4
Other 15.4 17.4 (11.5)
------- -------
Total Retail 2,892.6 2,895.9 (0.1)
======= =======
<PAGE>8
Fuel costs decreased $1.6 million due to a decrease in prices of $2.1
million, partially offset by an increase in deferred fuel costs of $.3
million and an increase in fuel consumption of $.2 million. Other
operating expenses increased $1.8 million primarily due to increased
administrative and general expenses of $1.2 million and increased electric
distribution expenses of $.6 million. Power purchased increased $.3
million due to increased purchases of short-term energy for 1995.
Purchased steam decreased $.4 million due to a decrease in prices and
therms purchased from an independent resource recovery system located
within the City of Indianapolis.
Maintenance expenses decreased $4.6 million, reflecting decreased
expenditures for unit overhaul costs at the Petersburg Generating Station
of $2.7 million, decreased electric distribution expenditures for overhead
and underground lines of $1.6 million and decreased expenditures for
general maintenance at the Perry K Generating Station of $.3 million.
Income taxes - net increased $.8 million primarily due to the increase
in pretax utility operating income.
As a result of the foregoing, utility operating income increased 3.9%
from last year, to $30.6 million.
Other Income and Deductions
- ---------------------------
Allowance for equity funds used during construction increased $.5
million due to an increased construction base.
Interest Charges
- ----------------
Interest expense increased $.8 million primarily due to the issuance
of $200 million long-term debt in 1994. The increase in interest expense
for the second quarter of 1995 was partially offset by decreased expense as
a result of refinancing certain first mortgage bonds during 1995 and 1994
with more favorable terms.
Allowance for borrowed funds used during construction increased $.3
million due to an increased construction base.
Comparison of Six Months Ended June 30, 1995 and June 30, 1994
--------------------------------------------------------------
Income applicable to common stock decreased $3.0 million during the
first six months of 1995 from the comparable 1994 period. The following
discussion highlights the factors contributing to this result.
Operations
- ----------
The decrease in electric operating revenues of $5.7 million was the
result of milder weather during the first six months of the year compared
to the same period in 1994. Contributing to the decreased revenues was a
decrease in retail electric KWH sales of $3.6 million, a decrease in sales
for resale of $1.4 million, due to decreased energy sales to neighboring
utilities, and a decrease in fuel cost adjustment recoveries of $1.1
million. Miscellaneous revenues increased $.4 million. The following
<PAGE>9
table is a summary of KWH sales to each customer class:
Retail KWH Sales By Customer Class
In Millions of KWHs
Six Months Ended June 30,
1995 1994 % Change
------- ------- --------
Residential 1,992.8 2,127.9 (6.3)%
Commercial 1,065.2 1,130.6 (5.8)
Industrial 3,114.3 3,047.2 2.2
Other 35.9 38.6 (7.0)
------- -------
Total Retail 6,208.2 6,344.3 (2.1)
======= =======
Fuel costs decreased $2.5 million due to a decrease in prices of $4.1
million as well as a decrease in fuel consumption of $1.4 million,
partially offset by an increase in deferred fuel costs of $3.0 million.
Other operating expenses increased $2.6 million primarily due to increased
administrative and general expenses of $1.6 million, increased electric
distribution expenses of $.6 million, increased expenses at the Petersburg
Generating Station of $.3 million, increased customer accounts expense of
$.3 million and increased miscellaneous expense of $.2 million, partially
offset by decreased customer assistance expenses of $.4 million. Power
purchased decreased $.9 million due to decreased energy purchases.
Purchased steam decreased $.6 million due to a decrease in prices and
therms purchased from an independent resource recovery system located
within the City of Indianapolis.
Maintenance expenses decreased $4.9 million, reflecting decreased
expenditures for unit overhaul costs at the Petersburg Generating Station
of $4.1 million, decreased electric distribution expenditures for overhead
and underground lines of $1.7 million and decreased expenditures for
general maintenance at the Perry K Generating Station of $.5 million.
These expenses were partially offset by increased expenditures for unit
overhaul costs at the Pritchard Generating Station of $1.0 million during
1995 and increased expenditures for transmission station equipment of $.4
million.
Income taxes - net decreased $1.4 million primarily due to the
decrease in pretax utility operating income.
As a result of the foregoing, utility operating income decreased 2.9%
from last year, to $68.9 million.
Other Income and Deductions
- ---------------------------
Allowance for equity funds used during construction increased $.7
million due to an increased construction base.
Other - net decreased $.4 million primarily due to a decrease in
investment income.
<PAGE>10
Interest Charges
- ----------------
Interest expense increased $1.5 million primarily due to the issuance
of $200 million long-term debt in 1994. The increase in interest expense
for year-to-date 1995 was partially offset by decreased expense as a result
of refinancing certain first mortgage bonds during 1995 and 1994 with more
favorable terms.
Allowance for borrowed funds used during construction increased $.5
million due to an increased construction base.
<PAGE>11
PART II - OTHER INFORMATION
---------------------------
Item 1. Legal Proceedings
- --------------------------
On August 18, 1993, the Indiana Utility Regulatory Commission ("IURC")
entered an order in Cause No. 39437, approving the Environmental Compliance
Plan of Indianapolis Power & Light Company ("IPL") to comply with the Clean
Air Act Amendments of 1990. The estimated cost of IPL's Environmental
Compliance Plan is approximately $250 million before including allowance
for funds used during construction. A primary part of IPL's Plan,
scrubbing IPL's Petersburg 1 and 2 coal-fired plants by 1996 to enable IPL
to continue to burn high sulfur coal, was opposed by the Office of Utility
Consumer Counselor ("OUCC"), the Citizens Action Coalition ("CAC"), and the
Industrial Intervenors Group ("IIG"). OUCC, CAC and IIG appealed the
IURC's order to the Indiana Court of Appeals. On June 30, 1995, the
Indiana Court of Appeals issued its opinion that while the substantive
findings of the Commission were appropriate, the Indiana statutory
provisions relating to the use of Indiana coal were unconstitutional. The
Court remanded the Cause back to the IURC for reconsideration.
On April 8, 1994, IPL filed a petition with the IURC, Cause No. 39938,
for authority to increase its rates and charges for electric service, to
continue the capitalization of allowance for funds used during construction
and to defer depreciation expense on IPL's Stout Combustion Turbine Unit
No. 5, to add to the fair value of IPL's utility property environmental
compliance capital projects and qualified pollution control property under
construction and for revised depreciation rates. Settlement discussions
were conducted which resulted in a Settlement Agreement presented to the
IURC on July 21, 1995. Significant provisions of the Settlement Agreement
include: a two step rate increase; a moratorium on filing a new retail
electric rate case until July 1, 1997; absent an emergency, a moratorium on
filing for a Certificate of Public Convenience and Necessity to build a
retail base load generating unit until January 1, 2000; and establishing an
authorized return for fuel cost adjustment filings of $150 million for step
1 and $163 million for step 2. As a result of the settlement, IPL can
increase its rates to produce additional annual revenues of $35 million in
step 1 and $25 million in step 2. The step 1 increase will be effective
September 1, 1995 and step 2 becomes effective June 30, 1996. The step 2
increase is conditioned on IPL certifying that the flue gas desulfurization
units (scrubbers) are in service. The inclusion of the scrubbers
effectively concludes the pending issues in IPL's Environmental Compliance
Plan proceeding discussed above. The remand of IPL's Environmental
Compliance Plan order to the IURC will be held in abeyance pending
implementation of step 2 of the rate case settlement. The rate case
settlement is subject to IURC approval.
Item 4. Submission of Matters to a Vote of Security Holders
- ------------------------------------------------------------
The Annual Meeting of shareholders of Indianapolis Power & Light
Company was held on April 19, 1995. IPL did not solicit proxies with
respect to its Annual Meeting, and the Board of Directors, as previously
reported to the Commission, was re-elected in its entirety. Directors are
elected to terms of one year each which expire in April, 1996.
<PAGE>12
Item 6. Exhibits and Reports on Form 8-K
- -----------------------------------------
a) Exhibits. Copies of documents listed below which are identified
with an asterisk (*) are incorporated herein by reference and
made a part hereof.
3.1* Articles of Incorporation of Indianapolis Power & Light Company, as
amended. (Form 10-Q for quarter ended 3-31-91.)
3.2* Bylaws of Indianapolis Power & Light Company dated January 25, 1994.
(Form 10-Q for quarter ended 3-31-94.)
4.1* Mortgage and Deed of Trust, dates as of May 1, 1940, between
Indianapolis Power & Light Company and American National Bank and
Trust Company of Chicago, Trustee, as supplemented and modified by 33
Supplemental Indentures.
Exhibits D in File No. 2-4396; B-1 in File No. 2-6210; 7-C File
No. 2-7944; 7-D in File No. 2-72944; 7-E in File No. 2-8106; 7-F in
File No. 2-8749; 7-G in File No. 2-8749; 4-Q in File No. 2-10052; 2-I
in File No. 2-12488; 2-J in File No. 2-13903; 2-K in File No. 2-22553;
2-L in File No. 2-24581; 2-M in File No. 2-26156; 4-D in File No. 2-
26884; 2-D in File No. 2-38332; Exhibit A to Form 8-K for October
1970; Exhibit 2-F in File No. 2-47162; 2-F in File No. 2-50260; 2-G in
File No. 2-50260; 2-F in File No. 2-53541; 2E in File No. 2-55154; 2E
in File No. 2-60819; 2F in File No. 2-60819; 2-G in File No. 2-60819;
Exhibit A to Form 10-Q for the quarter ended 9-30-78 File No. 1-3132;
13-4 in File No. 2-73213; Exhibit 4 in File No. 2-93092. Twenty-
eighth, Twenty-ninth and Thirtieth Supplemental Indentures. (Form 10-K
dated for the year ended December 31, 1985.)
4.2* Thirty-First Supplemental Indenture dated as of October 1, 1986.
(Form 10-K for year ended 12-31-86.)
4.3* Thirty-Second Supplemental Indenture dated as of June 1, 1989. (Form
10-K for year ended 12-31-89.)
4.4* Thirty-Third Supplemental Indenture dated as of August 1, 1989. (Form
10-K for year ended 12-31-89.)
4.5* Thirty-Fourth Supplemental Indenture dated as of October 15, 1991.
(Form 10-K for year ended 12-31-91.)
4.6* Thirty-Fifth Supplemental Indenture dated as of August 1, 1992. (Form
10-K for year ended 12-31-92.)
4.7* Thirty-Sixth Supplemental Indenture dated as of April 1, 1993. (Form
10-Q for year quarter ended 9-30-93.)
4.8* Thirty-Seventh Supplemental Indenture dated as of October 1, 1993.
(Form 10-Q for quarter ended 9-30-93.)
4.9* Thirty-Eighth Supplemental Indenture dated as of October 1, 1993.
(Form 10-Q for quarter ended 9-30-93.)
4.10* Thirty-Ninth Supplemental Indenture dated as of February 1, 1994.
(Form 8-K, dated 1-25-94.)
<PAGE>13
4.11* Fortieth Supplemental Indenture dated as of February 1, 1994.
(Form 8-K, dated 1-25-94.)
4.12* Forty-First Supplemental Indenture dated as of January 15, 1995.
(Exhibit 4.12 to the Form 10-K dated 12-31-94.)
27.1 Financial Data Schedule
b) Reports on Form 8-K.
None.
<PAGE>14
Signatures
----------
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.
INDIANAPOLIS POWER & LIGHT COMPANY
----------------------------------
(Registrant)
Date: August 11, 1995 /s/ John R. Brehm
------------------- ---------------------------
John R. Brehm
Senior Vice President
Finance and Information Services
Date: August 11, 1995 /s/ Stephen J. Plunkett
------------------- ---------------------------
Stephen J. Plunkett
Controller
[ARTICLE] UT
[CIK] 0000050217
[NAME] INDIANAPOLIS POWER & LIGHT COMPANY
[MULTIPLIER] 1,000
<TABLE>
<S> <C>
[PERIOD-TYPE] 6-MOS
[FISCAL-YEAR-END] DEC-31-1995
[PERIOD-END] JUN-30-1995
[BOOK-VALUE] PER-BOOK
[TOTAL-NET-UTILITY-PLANT] 1,761,504
[OTHER-PROPERTY-AND-INVEST] 4,038
[TOTAL-CURRENT-ASSETS] 156,484
[TOTAL-DEFERRED-CHARGES] 134,804
[OTHER-ASSETS] 0
[TOTAL-ASSETS] 2,056,830
[COMMON] 324,537
[CAPITAL-SURPLUS-PAID-IN] 0
[RETAINED-EARNINGS] 405,152
[TOTAL-COMMON-STOCKHOLDERS-EQ] 731,052
[PREFERRED-MANDATORY] 0
[PREFERRED] 51,898
[LONG-TERM-DEBT-NET] 638,985
[SHORT-TERM-NOTES] 73,700
[LONG-TERM-NOTES-PAYABLE] 0
[COMMERCIAL-PAPER-OBLIGATIONS] 0
[LONG-TERM-DEBT-CURRENT-PORT] 15,150
[PREFERRED-STOCK-CURRENT] 0
[CAPITAL-LEASE-OBLIGATIONS] 0
[LEASES-CURRENT] 0
[OTHER-ITEMS-CAPITAL-AND-LIAB] 546,045
[TOT-CAPITALIZATION-AND-LIAB] 2,056,830
[GROSS-OPERATING-REVENUE] 335,170
[INCOME-TAX-EXPENSE] 25,971
[OTHER-OPERATING-EXPENSES] 240,323
[TOTAL-OPERATING-EXPENSES] 266,294
[OPERATING-INCOME-LOSS] 68,876
[OTHER-INCOME-NET] 1,556
[INCOME-BEFORE-INTEREST-EXPEN] 70,432
[TOTAL-INTEREST-EXPENSE] 22,709
[NET-INCOME] 47,723
[PREFERRED-STOCK-DIVIDENDS] 1,591
[EARNINGS-AVAILABLE-FOR-COMM] 46,132
[COMMON-STOCK-DIVIDENDS] 40,430
[TOTAL-INTEREST-ON-BONDS] 0
[CASH-FLOW-OPERATIONS] 91,512
[EPS-PRIMARY] 0
[EPS-DILUTED] 0
</TABLE>
