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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q/A
AMENDENT NO. 1
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For The Quarterly Period Ended MARCH 31, 1998
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For The Transition Period from to
Commission Registrant; State of Incorporation; I. R. S. Employer
File Number Address; and Telephone Number Identification No.
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1-3525 AMERICAN ELECTRIC POWER COMPANY, INC. 13-4922640
(A New York Corporation)
1 Riverside Plaza, Columbus, Ohio 43215
Telephone (614) 223-1000
0-18135 AEP GENERATING COMPANY (An Ohio Corporation) 31-1033833
1 Riverside Plaza, Columbus, Ohio 43215
Telephone (614) 223-1000
1-3457 APPALACHIAN POWER COMPANY (A Virginia Corporation) 54-0124790
40 Franklin Road, Roanoke, Virginia 24011
Telephone (540) 985-2300
1-2680 COLUMBUS SOUTHERN POWER COMPANY
(An Ohio Corporation) 31-4154203
215 North Front Street, Columbus, Ohio 43215
Telephone (614) 464-7700
1-3570 INDIANA MICHIGAN POWER COMPANY
(An Indiana Corporation) 35-0410455
One Summit Square
P.O. Box 60, Fort Wayne, Indiana 46801
Telephone (219) 425-2111
1-6858 KENTUCKY POWER COMPANY (A Kentucky Corporation) 61-0247775
1701 Central Avenue, Ashland, Kentucky 41101
Telephone (800) 572-1141
1-6543 OHIO POWER COMPANY (An Ohio Corporation) 31-4271000
301 Cleveland Avenue S.W., Canton, Ohio 44702
Telephone (330) 456-8173
AEP Generating Company, Columbus Southern Power Company and Kentucky Power
Company meet the conditions set forth in General Instruction H(1)(a) and (b) of
Form 10-Q and are therefore filing this Form 10-Q with the reduced disclosure
format specified in General Instruction H(2) to Form 10-Q.
Indicate by check mark whether the registrants (1) have filed all reports
required to be filed by Sections 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrants were required to file such reports), and (2) have been subject to
such filing requirements for the past 90 days.
Yes X No
The number of shares outstanding of American Electric Power Company, Inc. Common
Stock, par value $6.50, at April 30, 1998 was 190,428,046.
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EXPLANATORY NOTE
This amendent No. 1 to Form 10-Q for the quarter ended March 31,1998
is filed in order to add an omitted Exhibit 99.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this amendment to this report to be signed on its
behalf by the undersigned thereunto duly authorized. The signatures for each
undersigned company shall be deemed to relate only to matters having reference
to such company and any subsidiaries thereof.
AMERICAN ELECTRIC POWER COMPANY, INC.
A.A. Pena P.J. DeMaria
A.A. Pena, Treasurer P.J. DeMaria, Controller
AEP GENERATING COMPANY
A.A. Pena P.J. DeMaria
A.A. Pena, Treasurer P.J. DeMaria, Vice President
and Controller
APPALACHIAN POWER COMPANY
A.A. Pena P.J. DeMaria
A.A. Pena, Treasurer P.J. DeMaria, Vice President
and Controller
COLUMBUS SOUTHERN POWER COMPANY
A.A. Pena P.J. DeMaria
A.A. Pena, Treasurer P.J. DeMaria, Vice President
and Controller
INDIANA MICHIGAN POWER COMPANY
A.A. Pena P.J. DeMaria
A.A. Pena, Treasurer P.J. DeMaria, Vice President
and Controller
KENTUCKY POWER COMPANY
A.A. Pena P.J. DeMaria
A.A. Pena, Treasurer P.J. DeMaria, Vice President
and Controller
OHIO POWER COMPANY
A.A. Pena P.J. DeMaria
A.A. Pena, Treasurer P.J. DeMaria, Vice President
and Controller
Date: May 13, 1998
Contact for American Electric Power: Contact for Central and South West:
Deb Strohmaier 614/223-1656 Larry Jones 214/777-1276
FOR IMMEDIATE RELEASE
American Electric Power and Central and South West
Request Merger Approval from FERC and Texas PUC
Columbus, Ohio and Dallas, Texas (April 30, 1998) --
American Electric Power Company, Inc. (NYSE: AEP) and
Central and South West Corporation (CSW) (NYSE: CSR) today jointly filed
requests with the Federal Energy Regulatory Commission (FERC) for approval
of their proposed merger and with the Public Utility Commission of Texas
(PUCT) for a finding that the merger is in the public interest.
Testimony submitted in the filings outlines the expected benefits of the
merger to AEP and CSW customers and shareholders. These benefits include:
$2 billion in non-fuel operations and maintenance expense savings over
10 years;
$98 million in net fuel savings over 10 years;
Improved capital structure and increased financial strength;
Optimization of business practices and continued high-quality service;
Increased diversity in customer base, generating resources and service
territory;
Increased support for restructuring of retail electric markets; and
Increased support for an independent system operator (ISO).
The filings address required regulatory standards under applicable law
and seek favorable determinations by the FERC and the PUCT.
Specifically, AEP and CSW have proposed a regulatory plan in Texas that
provides for:
Approximately $29 million in fuel cost savings to Texas customers
during the 10-year period following completion of the merger;
A commitment to not raise base rates prior to Jan. 1, 2002 for Texas
customers and a plan to share approximately one-half of the savings
created by the merger during the first 10 years following the merger.
In Texas, approximately $183 million of the savings from synergies will
be used to reduce future costs to customers; and
A commitment to continue the current high level of customer service
and to identify opportunities and implement measures to further improve
service quality.
The Texas filing provides that there will be minimal job reductions
among employees having direct contact with customers. CSW's work force
currently totals about 7,000 employees, and AEP's work force totals about
18,000 employees. AEP and CSW intend to use a combination of reduced
hiring and attrition to the maximum extent possible to minimize the need
for employee separations.
Today's filings mark the first of several regulatory filings that will
be made to obtain approval of the proposed merger. CSW and AEP will be
seeking approval from the Oklahoma, Arkansas and Louisiana utility
regulatory commissions in the second quarter. Other required federal
filings with the Nuclear Regulatory Commission, the Securities and Exchange
Commission, the Federal Communications Commission and the
Department of Justice and/or the Federal Trade Commission will be made
later this year.
AEP and CSW anticipate obtaining all necessary regulatory approvals and
completion of the merger by March 31, 1999. There can be no assurance
that AEP and CSW will obtain all necessary regulatory approvals, or when
such approvals will be obtained.
AEP shareholders on May 27 will vote on whether to issue the additional
shares of stock required to complete the merger. CSW shareholders on May
28 will vote on whether to approve the merger. A joint proxy statement
describing the specific terms of the proposed agreement was mailed to
shareholders of both companies last week. Completion of the merger is
subject to satisfaction of several other conditions, and there can be no
assurance that those conditions will be satisfied.
Central and South West Corporation is a global, diversified public utility
holding company based in Dallas. CSW owns four electric operating
subsidiaries serving 1.7 million customers in Texas, Oklahoma, Louisiana
and Arkansas; a regional electricity company in the United Kingdom; other
international energy operations and non-utility subsidiaries involved in
energy-related investments, telecommunications, energy efficiency and
financial transactions.
American Electric Power Company, Inc., a global energy company, is one
of the United States' largest investor-owned utilities, providing energy to
3 million customers in Indiana, Kentucky, Michigan, Ohio, Tennessee, Virginia
and West Virginia.
AEP has holdings in the United States, the United Kingdom, China and
Australia. Wholly owned subsidiaries provide power engineering, energy
consulting and energy management services around the world. The company
is based in Columbus, Ohio.
- ---
News releases and other information about CSW can be found on the World
Wide Web at http://www.csw.com.
News releases and other information about AEP can be found on the World
Wide Web at http://www.aep.com.
---
This news release includes forward-looking statements within the meaning
of Section 21E of the Securities Exchange Act of 1934. These forward-looking
statements reflect numerous assumptions, and involve a number of risks and
uncertainties. Among the factors that could cause actual results to differ
materially are: electric load and customer growth; abnormal weather
conditions; available sources and cost of fuel and generating capacity; the
speed and degree to which competition enters the power generation, wholesale
and retail sectors of the electric utility industry; state and federal
legislative and regulatory initiatives that, among other things,
increase competition, threaten cost and investment recovery, and affect rate
structures; the ability of the combined company to successfully reduce its
cost structure; the degree to which the combined company develops
nonregulated business ventures; the economic climate and growth in the
service territories of the two companies; economies generated by the
merger; the inflationary trends and interest
rates and the other risks detailed from time to time in the two
companies' SEC reports.
