KINGSPORT POWER CO
U-1/A, 1995-06-15
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<PAGE>                                           File No. 70-8581


               SECURITIES AND EXCHANGE COMMISSION

                     Washington, D.C. 20549

                                                   

                         AMENDMENT NO. 4
                               TO
                            FORM U-1

                                                   


                   APPLICATION OR DECLARATION

                            under the

           PUBLIC UTILITY HOLDING COMPANY ACT OF 1935


                              * * *


                     KINGSPORT POWER COMPANY
          422 Broad Street, Kingsport, Tennessee 37660

                     WHEELING POWER COMPANY
          51-16th Street, Wheeling, West Virginia 26003
          (Name of 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)

                              * * *

             G. P. Maloney, Executive Vice President
           AMERICAN ELECTRIC POWER SERVICE CORPORATION
             1 Riverside Plaza, Columbus, Ohio 43215


           Jeffrey D. Cross, Assistant General Counsel
           AMERICAN ELECTRIC POWER SERVICE CORPORATION
             1 Riverside Plaza, Columbus, Ohio 43215
           (Names and addresses of agents for service)






     Kingsport Power Company and Wheeling Power Company,
subsidiary companies of American Electric Power Company, Inc., a
registered holding company under the Public Utility Holding
Company Act of 1935, hereby amend their Application or
Declaration on Form U-1 in File No. 70-8581 by filing a copy of
the Order of the Tennessee Public Service Commission as Exhibit
D-2.

                            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 its behalf by the undersigned
thereunto duly authorized.
                              KINGSPORT POWER COMPANY
                              WHEELING POWER COMPANY


                              By  /s/ G. P. Maloney    
                                 Vice President

Dated:  June 15, 1995




a:\kgptwpco.95\70-8581.#4





         BEFORE THE TENNESSEE PUBLIC SERVICE COMMISSION
                          JUNE 5, 1995
                      Nashville, Tennessee


IN RE:    APPLICATION OF KINGSPORT POWER COMPANY
          FOR PERMISSION TO MAKE NOTES
          TO EVIDENCE INDEBTEDNESS
          NOT TO EXCEED $19,000,000

          DOCKET NO.  95-02100


                              ORDER


     This matter is before the Tennessee Public Service
Commission (the "Commission") upon the application of Kingsport
Power Company (the "Company") as set forth in the above caption.
     By Orders dated January 3, 1980, March 31, 1982, October 28,
1987 and October 2, 1990 (Docket Nos. U-6859, U-82-7149, U-87-
7526 and 90-06165), the Commission has previously authorized the
Company to enter into a Bank Loan Agreement, and amendments
thereto, pursuant to which the Company has certain outstanding
unsecured borrowings in an aggregate amount of $2,000,000.
     By Orders dated October 27, 1982 and January 10, 1986
(Docket Nos. U-82-7195 and U-85-7399), the Commission has
previously authorized the Company to enter into a Bank Loan
Agreement, and amendments thereto, pursuant to which the Company
has certain outstanding unsecured borrowings in an aggregate
amount of $10,000,000.
     The Company now proposes to reduce its maturing $12,000,000
borrowings with proceeds of new bank borrowings to be evidenced
by the unsecured note or notes of the Company, bearing interest
at a fixed rate, a fluctuating rate or some combination of fixed
and fluctuating rates.  Accordingly, the Company proposes to
issue up to $12,000,000 principal amount of its unsecured
promissory note or notes to one or more commercial banks,
financial institutions or other institutional investors pursuant
to a proposed term loan agreement (the "Proposed Agreement") in
form substantially as that attached to the Application.
     The Company further proposes to fund its construction
program, or to repay short-term indebtedness incurred to fund its
construction with proceeds of up to $7,000,000 of new borrowings
to be evidenced by the unsecured promissory note or notes of the
Company to one or more commercial banks, financial institutions
or other institutional investors pursuant to the Proposed
Agreement, with appropriate insertions and deletions.
     Under T.C.A. Section 65-4-109, the Commission shall approve
the proposed loan if it finds that it is to be made in accordance
with law and the purpose of such is approved by the Commission.
     This application was reviewed by the Commission's Utility
Rate Division.  Upon review, the Commission Staff issued a
memorandum recommending approval.
     The Commission considered this matter at its regularly
scheduled Commission Conference held on May 30, 1995.  It was
concluded after careful consideration of the entire record, the
Staff's recommendation, all applicable rules and statutes,
particularly the provisions of T.C.A. Section 65-4-109, that this
application for financing should be approved.  It appears to the
Commission that this financing will be in the public interest.
     IT IS THEREFORE ORDERED THAT:
     1.   That Kingsport Power Company be, and the same is hereby
authorized, to make notes in an amount not to exceed $19,000,000
from time to time through December 31, 1996, to evidence the
borrowings pursuant to the Proposed Agreement and to enter into
the Proposed Agreement substantially in the form attached to the
Application.
     2.   That the terms of said notes shall be as described in
the Application on file with the Commission.
     3.   That any party aggrieved with the Commission's decision
in this matter may file a Petition for Reconsideration with the
Commission within ten (10) days from and after the date of this
Order.
     4.   That any party aggrieved with the Commission's decision
in this matter has the right of judicial review by filing a
Petition for Review in the Tennessee Court of Appeals, Middle
Section, within sixty (60) days from and after the date of this
Order.
                                   __/s/ Keith Bissell_________
                                             CHAIRMAN


                                   __/s/ Stephen Hewlett_______
                                           COMMISSIONER


                                   __/s/ Sara Kyle_____________
                                           COMMISSIONER


ATTEST:

_/s/ Paul Allen__________
EXECUTIVE DIRECTOR

kgptwpco.95\tncomm.ord


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