APPALACHIAN POWER CO
U-1/A, 1995-02-03
ELECTRIC SERVICES
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<PAGE>
                                                 File No. 70-8503


               SECURITIES AND EXCHANGE COMMISSION

                     Washington, D.C. 20549

               __________________________________

                       Amendment No. 2 to

                            FORM U-1
               __________________________________


                   APPLICATION OR DECLARATION

                            under the

           PUBLIC UTILITY HOLDING COMPANY ACT OF 1935

                              * * *
                    APPALACHIAN POWER COMPANY
            40 Franklin Road, Roanoke, Virginia 24022

                  KANAWHA VALLEY POWER COMPANY
    301 Virginia Street East, Charleston, West Virginia 25327
          (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


        John F. DiLorenzo, Jr., Associate General Counsel
           AMERICAN ELECTRIC POWER SERVICE CORPORATION
             1 Riverside Plaza, Columbus, Ohio 43215
           (Names and addresses of agents for service)

<PAGE>
     Appalachian Power Company ("APCo") and Kanawha Valley Power
Company ("KVPCo") hereby amend their Application/Declaration on
Form U-1 in File No. 70-8503 by amending Item 1.  Description of
Proposed Transaction to add the following paragraph to Section 1. 
The Parties:
          The merger of KVPCo into APCo would result in savings of
     approximately $14,595 annually which is the amount of a FERC
     assessment based on wholesale sales between the two parties
     and an additional $15,400 annually in costs associated with
     the preparation of corporate financial statements and various
     regulatory and tax filings as well as for KVPCo, and costs
     associated with a separate rate proceeding for KVPCo.  The
     result is a total annual reduction of costs of approximately
     $30,000.

                            SIGNATURE
     Pursuant to the requirements of the Public Utility Holding
Company Act of 1935, the undersigned companies have duly caused
this Amendment No. 2 to Form U-1 to be signed on their behalf by
the undersigned thereunto duly authorized.
                                   APPALACHIAN POWER COMPANY
                                   KANAWHA VALLEY POWER COMPANY



                                   By:___/s/ G. P. Maloney_________
                                      G. P. Maloney, Vice President

Date:  February 2, 1995





[95FN0009.APC]



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